End User Agreement

1. Alpha Software Disclaimer

Murphy System is alpha software provided "AS IS" with NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE. Inoni LLC expressly disclaims all warranties, including but not limited to merchantability, fitness for a particular purpose, title, accuracy, quiet enjoyment, and non-infringement. Murphy System may contain bugs, errors, and incomplete features. Output generated by the system is not professional, legal, financial, medical, or regulatory advice. USE AT YOUR OWN RISK. No oral or written statements by Inoni LLC or its representatives create any warranty not stated herein.

2. Liability Split and Limitations

• HITL Validators are solely and exclusively liable for every validation decision they make within the platform. The act of HITL approval is an affirmative legal act by the Validator.
• The subscribing Business / Organisation is solely liable for all business decisions, commercial actions, and downstream consequences arising from or in connection with Murphy System outputs.
• Inoni LLC's aggregate liability to any User for any and all claims shall not exceed the greater of (i) total fees paid in the 12 calendar months preceding the claim or (ii) USD 100.00.
• IN NO EVENT shall Inoni LLC be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages — including loss of profits, revenue, data, goodwill, or business interruption — even if advised of their possibility. This limitation applies to all theories of liability including contract, tort, negligence, strict liability, and statute.

3. Data, Logs, and System Telemetry

• All system logs, interaction data, API telemetry, error reports, and aggregated usage statistics are available to Inoni LLC for platform diagnostics, improvements, abuse prevention, and security monitoring.
• Individual user data is not sold, rented, or transferred to third parties for advertising, profiling, or commercial purposes unrelated to operating the platform.
• Free-tier users receive the same data-privacy protections as paid users. Inoni LLC does not engage in predatory data monetisation. Free-tier community spaces are operated on a non-extractive basis consistent with the principles of open collaborative platforms.

4. Scope of Automation

Murphy System, operated by Inoni Limited Liability Company, provides AI-powered business generation, document creation, data analysis, and workflow automation services. Murphy generates; it does not physically execute regulated or physical-world activities. Any such activities require a qualified human professional as described in this Agreement.

5. Automation Acceptance & Operator Responsibility

By activating any automated operation through Murphy System, the authorising operator ("the Approver") acknowledges that:

1. they have reviewed the generated output and approve its deployment;
2. they accept responsibility for outcomes arising from their approval;
3. the Human-in-the-Loop ("HITL") approval is binding and constitutes the Approver's explicit acceptance of the financial and operational risk described in this Agreement.

6. Limitation of Inoni LLC Liability

Inoni Limited Liability Company's liability is strictly limited to the scope of Murphy System's generation and automation services. Inoni is not liable for:

1. market outcomes, revenue shortfalls, or business performance of the generated niche;
2. the actions or omissions of third-party contractors dispatched through the system;
3. the accuracy of regulatory information generated by Murphy (human review required);
4. any loss arising after the Approver's HITL acceptance.

7. Risk Transfer Upon HITL Approval

Upon approval of any Human-in-the-Loop (HITL) request, ALL operational and financial risk associated with the approved deployment is transferred to the Approver. This transfer is irrevocable for the approved operation. The Approver warrants that they have the authority and expertise to approve the described activity, and that they accept personal and professional responsibility for its outcome.

8. Data Privacy and Regulatory Alignment

Murphy System is designed to be aligned with GDPR, SOC 2, HIPAA, and PCI DSS frameworks. Alignment means Murphy's design follows these standards' principles; it does not constitute formal certification or attestation. The Approver is responsible for ensuring that their use of generated outputs meets applicable regulatory requirements in their jurisdiction.

For full details on data collection, retention, and your rights see our Privacy Policy.

9. Contractor Sole Responsibility

Any contractor dispatched through the system to perform physical-world tasks (inspection, notarization, filing, calibration, etc.) is an independent professional solely responsible for their licensed work. The contractor's acceptance of a task constitutes their agreement to perform the work in accordance with their professional licence and the applicable regulatory body's standards. Inoni LLC is not liable for any errors, omissions, or professional failures by dispatched contractors.

10. Credentialed Human-in-the-Loop Validation

Activities requiring a certification, licence, or regulatory body oversight must be validated by a human professional holding the relevant credential. As part of their HITL acceptance, the validating professional provides their credential information (licence number, issuing body, expiry date) which is recorded in the system. By providing this information and accepting the task, the professional:

1. warrants that their credential is current and valid;
2. accepts full professional responsibility for the regulated activity;
3. agrees that any failure in their professional duty is their sole liability and not that of Inoni LLC or Murphy System.

11. Dispute Resolution

Any dispute arising from a niche business operation shall first be referred to the HITL approver who authorised the relevant operation, as the recorded risk-accepting party. Inoni LLC is not the primary respondent in disputes arising from approved automations. All HITL approvals, COYA records, and negotiation documents are maintained as the definitive record of what was agreed, approved, and executed.

If a dispute cannot be resolved with the HITL approver, the parties agree to mediation and, failing that, binding arbitration under the rules of the American Arbitration Association (AAA).

12. License — Business Source License 1.1 (BSL 1.1)

Murphy System source code is licensed under the Business Source License 1.1 (BSL 1.1), copyright © 2020 Inoni Limited Liability Company by Corey Post.

12.1 What BSL 1.1 Means

• You may use, copy, modify, and distribute the code for non-production use.
• You may not use the code in production to provide a competing commercial service without a commercial licence from Inoni.
• Change Date: Four years from the release date of each version, the code automatically converts to the Apache 2.0 licence.
• Additional Use Grant: You may run Murphy System in production for your own internal business operations.

12.2 Commercial Licence

If you wish to offer Murphy System as a service to third parties, embed it in a competing product, or require rights beyond BSL 1.1, please contact legal@murphy.ai to discuss a commercial licence.

13. Intellectual Property

13.1 Licence Grant — Inoni Licenses Murphy to You

Subject to your acceptance of and compliance with this Agreement, Inoni LLC grants you a limited, non-exclusive, non-transferable, revocable licence to access and use Murphy System solely for your own internal business or personal purposes. No rights are granted except as expressly stated in this Agreement.

13.2 System IP — Inoni Ownership

Murphy System, all underlying and future technology, algorithms, AI models, shadow agent engine, automation frameworks, code, interfaces, brand assets, and the Murphy System design language are and shall remain the exclusive intellectual property of Inoni LLC. All rights reserved worldwide under applicable copyright, trade secret, patent, and trademark law. You acquire no ownership interest in the platform by using it.

13.3 Your Data — User Ownership

All data you input into Murphy System ("Input Data") and all output data generated by the system on your behalf ("Output Data") are and remain your exclusive property. Inoni LLC makes no claim of intellectual property ownership over your Input Data or Output Data. Inoni LLC's right to process your data is limited to what is necessary to operate the platform as described in Section 3 and the Privacy Policy.

13.4 Community Forum Content

Posts, discussions, ideas, and content submitted to community forums or group spaces belong exclusively to the posting user or their organisation/group. Inoni LLC makes no claim of ownership over community forum content. Community spaces are operated on a non-extractive basis — Inoni LLC will not commercialise or appropriate individual users' forum ideas. This principle applies equally to free-tier and paid community spaces.

13.5 Feedback Submitted Directly to Inoni

Suggestions, bug reports, and improvement requests submitted directly to Inoni LLC through official support or feedback channels (not community forums) grant Inoni LLC a perpetual, irrevocable, worldwide, royalty-free, sublicensable licence to use, incorporate, and build upon that feedback to improve the Service, without any obligation of attribution or compensation.

14. Shadow Agent Constructs & Five-Year Forfeiture

14.1 Shadow Automation Constructs — Licensed to You

Workflow configurations and automation templates you build using the shadow agent ("Shadow Automation Constructs") are system artifacts created on top of Inoni's licensed platform. You are granted a licence to use, operate, and modify your Shadow Automation Constructs for as long as your account is active and the construct is deployed in a production workflow. The underlying system technology that powers those constructs remains Inoni's exclusive property at all times.

14.2 Forfeiture of Unmade Constructs

Any Shadow Automation Construct that has not been deployed or activated in a production workflow within five (5) years of its creation date ("Unmade Construct") is automatically and irrevocably forfeited to Inoni LLC upon expiry of that five-year period, without any further notice or compensation. Upon forfeiture, the licence for that construct terminates and Inoni LLC may use, develop, or commercialise the Unmade Construct without restriction.

User data is not affected: Input Data and Output Data that flowed through any previously active constructs remain your property and are not subject to this forfeiture provision.

14.3 Corporate and Org-Chart Automation Constructs

Automation constructs created within an organisation's workspace are licensed to that organisation and are subject to the same five-year forfeiture clause for Unmade Constructs under section 14.2 above. The organisation's underlying business data is not affected.

15. General Provisions

15.1 Governing Law

This Agreement is governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to conflict-of-law principles. For users located in the European Union or United Kingdom, mandatory consumer-protection provisions of applicable local law are not excluded by this choice-of-law clause.

15.2 Binding Arbitration and Class Action Waiver

Except for claims that qualify for small-claims court, all disputes arising out of or relating to this Agreement shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. Arbitration shall take place in Delaware, USA, or by remote hearing at Inoni LLC's election. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

CLASS ACTION WAIVER: You waive any right to bring or participate in a class-action lawsuit or class-wide arbitration against Inoni LLC.

15.3 Severability

If any provision of this Agreement is held invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall continue in full force and effect.

15.4 No Waiver

Inoni LLC's failure to enforce any right or provision of this Agreement does not constitute a waiver of that right or provision. A waiver is effective only if made in writing signed by an authorised representative of Inoni LLC.

15.5 Entire Agreement

This Agreement, together with the Privacy Policy and any applicable Order Form or Subscription Agreement, constitutes the entire agreement between you and Inoni LLC with respect to Murphy System and supersedes all prior and contemporaneous agreements, representations, warranties, and understandings, whether written or oral.

15.6 Language

This Agreement is written in English. Translated versions are provided for convenience only. In the event of any conflict between the English version and a translation, the English version controls.

15.7 Updates to This Agreement

Inoni LLC may update this Agreement at any time. Material changes will be communicated via in-platform notice or email at least 14 days before taking effect for existing users. Your continued use of the platform after the effective date of any update constitutes acceptance of the revised Agreement. If you do not agree to an update, your sole remedy is to discontinue use and close your account.

16. Contact

For legal enquiries: legal@murphy.ai
Inoni Limited Liability Company · Delaware, United States of America

For privacy-related requests see our Privacy Policy.