Terms of Service

Terms of Service

Operator: Agentico ("Agentico," "we," "us," or "our") · Effective: · Contact: our legal team

⚠ BINDING CONTRACT — READ CAREFULLY

These Terms form a legally binding agreement between you and Agentico. By accessing agentico.llc you acknowledge our policies; binding acceptance requires creating an account (with required checkboxes), invoking MCP verbs after account consent, using the SDK under an issued API key, or otherwise using the Service (as defined below), you agree to these Terms, our Privacy Policy, and our Product & Regulatory Disclosures, and all supplemental terms linked from the legal hub. If you do not agree, you must not use the Service.

1. Acceptance & order of precedence

These Terms govern your access to and use of the websites, applications, APIs, MCP servers, SDKs, documentation, and related services offered by Agentico (collectively, the "Service"). Your use of the Service constitutes electronic acceptance of these Terms with the same force as a signed written agreement.

If you use the Service on behalf of an organization, you represent and warrant that you have authority to bind that organization, and "you" includes the organization and its affiliates.

In the event of conflict between these Terms and any order form, statement of work, or enterprise agreement executed in writing by Agentico, the written agreement controls for the parties that signed it. Otherwise, these Terms control.

Supplemental terms incorporated by reference include, as applicable: Billing & Refund Policy, Communications & TCPA Consent, API & MCP Acceptable Use, E-SIGN & Filing Authorization, Subprocessors, and Legal Entity & Notices. Payment processor terms (e.g., Stripe) apply to payment transactions where enabled.

2. Definitions

  • "Formation verbs" means the v0.1 MCP/SDK operations documented on the Service, currently: establish_master, incorporate_agent, sign_contract, spawn_subsidiary, and wind_down.
  • "Formation structure" means a Wyoming Series LLC series under a master Wyoming Series LLC filing — a U.S. U.S. Wyoming Series LLC structure only.
  • "Responsible party" means the named U.S. person you designate with authority to approve formation actions, attested via human_approval.
  • "docs[]" means documents returned by Formation verbs, which are illustrative templates unless and until reviewed, revised, and filed by you and your counsel.
  • "Customer-led steps" means actions you must complete outside the Service, including state filings, EIN applications, bank account opening, tax elections, and ongoing compliance.

3. Eligibility & account responsibilities

You may use the Service only if you:

  • are at least 18 years old and legally able to enter contracts;
  • are a U.S. person or entity with a bona fide U.S. human overseer for every series;
  • will use the Service solely for lawful commercial purposes consistent with the Formation structure eligibility described in our Disclosures;
  • provide accurate registration and contact information and keep it current; and
  • maintain the security of credentials, API keys, and session tokens.

You are solely responsible for all activity under your account and for any agent, employee, contractor, or automated system that accesses the Service with your credentials. Notify us immediately at our legal team of unauthorized access.

4. Compliance screening & prohibited jurisdictions

WE MAY DECLINE OR TERMINATE SERVICE FOR COMPLIANCE RISK WITH NO LIABILITY. Agentico may refuse, suspend, or terminate any account or formation request in our sole discretion for anti–money laundering (AML), know-your-customer (KYC), sanctions, fraud, or legal risk — with no obligation to provide a reason.

You represent that you and your beneficial owners are not subject to U.S. sanctions and will not use the Service for business in Prohibited Jurisdictions: Cuba, Iran, North Korea, Syria, the Crimean region of Ukraine, or any jurisdiction embargoed by the United States. You will provide accurate identity and business information when requested.

5. Joint & several liability

If you use the Service with co-founders, team members, or multiple responsible parties, each person who accepts these Terms or submits human_approval is jointly and severally liable for all obligations and violations arising from your account, entities, and agents — meaning any one of you may be held responsible for the full amount of damages, fees, and indemnified losses.

6. Service scope (formation-only v0.1)

FORMATION-ONLY PRODUCT. v0.1 exposes Formation verbs only. Money, custody, escrow, reputation, and regulated banking verbs are not offered, not exposed, and not warranted. Any roadmap, demo, or marketing reference to future capabilities is not a commitment to ship them.

The Service generates entity-structure artifacts and audit metadata to help you adopt AI agents as Wyoming Series LLC series. Agentico does not guarantee that any state agency, bank, regulator, counterparty, or court will accept any filing, document, or structure.

7. No legal, tax, banking, or investment services

AGENTICO IS NOT A LAW FIRM AND NOT A BANK. We do not practice law, do not provide legal advice, do not establish an attorney-client relationship, do not open bank accounts, do not hold customer funds, do not provide custody, and do not act as a fiduciary, broker-dealer, investment adviser, or money transmitter.

Nothing on the Service or returned in docs[] is legal, tax, accounting, banking, or investment advice. You must engage qualified licensed professionals before filing, banking, contracting, or relying on any structure for liability, tax, or regulatory purposes.

8. Generated documents & filings

Formation verbs return docs[] as software-generated templates. Templates may be incomplete, incorrect for your facts, or outdated relative to law or agency practice. You are solely responsible for:

  • reviewing and customizing all documents with counsel;
  • executing, filing, and maintaining all records with Wyoming and other authorities;
  • paying all state fees, registered-agent fees, and taxes;
  • foreign qualification, if required, in other jurisdictions; and
  • ongoing entity maintenance, annual reports, and dissolution.

Agentico does not file on your behalf unless expressly agreed in a separate written engagement signed by Agentico — which is not offered in v0.1.

9. Human approval & human overseer

Formation verbs require named human_approval from a Responsible party. By submitting approval, you represent and warrant that:

  • the named person exists, is a U.S. person, and has actual authority to approve;
  • you have obtained any consents required under entity, employment, or agency law;
  • beneficial ownership and control disclosures you provide are accurate; and
  • you will not impersonate another person or submit false approvals.

False or unauthorized approvals are grounds for immediate termination and may be referred to authorities.

10. AI agents & your liability

AI agents are software tools under your control. Agentico does not operate your agents, supervise their outputs, or guarantee their behavior. You are solely liable for acts and omissions of agents incorporated through the Service, including contracts signed via sign_contract, data processing, intellectual property, consumer protection, employment, export control, and regulatory compliance.

A Wyoming Series LLC or series designation does not, by itself, shield you from personal liability where law imposes it (e.g., fraud, tort, personal guarantees, veil piercing, or statutory exceptions). Agentico makes no representation regarding limited liability outcomes.

11. Fees, billing & refunds

Published pricing (e.g., master setup and per-series monthly fees) is subject to change with notice on the Service. Billing, refunds, abandoned orders, and chargebacks are governed by the Billing & Refund Policy. Unless a separate written agreement states otherwise, fees are non-refundable once Formation verbs have been invoked for your account, including where you fail to complete Customer-led steps. Taxes are your responsibility.

We may suspend the Service for non-payment. Chargebacks or payment disputes initiated without contacting us first may result in suspension pending investigation.

12. Acceptable use & prohibited conduct

API and MCP restrictions are further defined in the Acceptable Use Policy.

You will not, and will not permit others to:

  • use the Service for unlawful, fraudulent, or abusive purposes;
  • attempt to access money, custody, or regulated banking features not exposed in v0.1;
  • misrepresent Agentico as a law firm, bank, government agency, or fiduciary;
  • use the Service for non-U.S. structures, shell entities, or sanctions evasion;
  • scrape, probe, or reverse engineer the Service except as permitted by law;
  • interfere with security, rate limits, or other users' access; or
  • upload malware or attempt unauthorized access to our or third-party systems.

13. API, MCP, keys & rate limits

API keys and MCP credentials are confidential. We may throttle, suspend, or revoke access for abuse, security risk, or non-payment. We do not guarantee uninterrupted availability, error-free operation, or backward compatibility of preview APIs. Breaking changes may occur in v0.1 with reasonable notice when practicable.

14. Intellectual property

Agentico owns the Service, brand, templates, documentation, and underlying software. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Service during an active account in accordance with these Terms.

You retain ownership of your data and agent configurations. You grant Agentico a license to host, process, and display your data as necessary to operate the Service, comply with law, and enforce these Terms.

15. Third-party services & subprocessors

The Service integrates third parties (e.g., Google sign-in, cloud hosting, payment processors). Third-party terms and privacy policies apply to their services. A list of subprocessors is published at /legal/subprocessors. Agentico is not responsible for third-party acts or omissions. Service providers and formation partners are third-party beneficiaries of indemnification and limitation provisions to the extent permitted by law.

16. Privacy

Our Privacy Policy describes how we collect and use personal information. It is incorporated into these Terms by reference.

17. Disclaimers

THE SERVICE AND ALL DOCS[], OUTPUTS, AND MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. AGENTICO DISCLAIMS ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT FORMATION WILL SUCCEED, THAT LIABILITY WILL BE LIMITED, THAT FILINGS WILL BE ACCEPTED, OR THAT THE SERVICE WILL BE UNINTERRUPTED OR SECURE.

18. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, AGENTICO AND ITS OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING FROM OR RELATED TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

AGENTICO'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) USD $100 OR (B) THE FEES YOU PAID TO AGENTICO FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. MULTIPLE CLAIMS WILL NOT EXPAND THIS CAP.

Some jurisdictions do not allow certain limitations; in those jurisdictions, our liability is limited to the fullest extent permitted by law. North Carolina consumers: certain limitations in this section may not apply to you where prohibited by North Carolina law.

19. Indemnification

You will defend, indemnify, and hold harmless Agentico, its service providers and formation partners (each an "Indemnitee"), and Agentico's officers, directors, members, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to:

  • your use of the Service or Formation verbs;
  • your agents' acts or omissions;
  • your documents, filings, contracts, or Customer-led steps;
  • your breach of these Terms or applicable law; or
  • any dispute between you and a third party (including regulators, banks, or counterparties).

We may assume exclusive defense of any matter subject to indemnification; you will cooperate at your expense.

20. Dispute resolution, arbitration & class waiver

Informal resolution first. Before filing a claim, you agree to send a Notice of Dispute per Legal Entity & Notices and allow thirty (30) days for us to resolve the dispute. The statute of limitations is tolled during this period.

BINDING ARBITRATION. Except for (i) small-claims matters within court jurisdiction, (ii) injunctive relief for intellectual property misuse or Terms violations, or (iii) claims that cannot be arbitrated as a matter of law, any dispute arising from or relating to these Terms or the Service will be resolved by binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The seat of arbitration is Wyoming, USA. The Federal Arbitration Act governs interpretation and enforcement of this section.

CLASS ACTION WAIVER. YOU AND AGENTICO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY'S INDIVIDUAL CLAIM.

Arbitration fees. AAA fees are governed by applicable AAA rules. If you initiate arbitration and are a consumer, you pay the consumer filing fee and we pay the remainder. If you are not a consumer and your claim is valued at $75,000 or less, you pay $250 toward filing fees and we pay the remainder.

Coordinated filings. You agree not to participate in a "Coordinated Filing" — ten (10) or more similar arbitration demands with coordinated representation. We may decline arbitration and seek court resolution for coordinated filings.

21. Suspension, fraud hold & termination

We may suspend or terminate your access immediately for breach, compliance risk, suspected fraud, risk to others, legal requirement, or non-payment. During investigation we may withhold API keys and new verb invocations. For non-fraud disputes where you have paid for completed Formation verbs, we will provide a reasonable export window for docs[] already generated unless law or fraud concerns prohibit it.

You may stop using the Service at any time. Sections that by nature should survive (including disclaimers, limitation of liability, indemnity, arbitration, and governing law) survive termination. Termination does not relieve you of entity maintenance, tax, or regulatory obligations for structures already formed.

22. Changes to Terms

We may modify these Terms by posting an updated version with a new effective date. Material changes will be highlighted on the Service. Continued use after the effective date constitutes acceptance. If you do not agree, you must stop using the Service before the effective date.

23. General provisions

  • Governing law: Wyoming law, without regard to conflict-of-law rules, except where federal law controls arbitration.
  • Venue: Subject to arbitration, exclusive jurisdiction for permitted court actions is state or federal courts located in Wyoming, and you consent to personal jurisdiction there.
  • Export: You will comply with U.S. export control and sanctions laws.
  • Assignment: You may not assign these Terms without our consent.
  • Severability: If any provision is unenforceable, the remainder stays in effect.
  • Electronic consent: You consent to electronic records and signatures per E-SIGN & Filing Authorization.
  • Communications: SMS and marketing communications require consent per Communications Policy.
  • Entire agreement: These Terms, supplemental policies, Privacy Policy, and Disclosures are the entire agreement regarding the Service.
  • No waiver: Failure to enforce a provision is not a waiver.
  • Force majeure: We are not liable for delays beyond our reasonable control.