Terms and Conditions

Shokuin S.R.L.

Effective Date: January 5, 2026. | Last Updated: February 18, 2026.

1. Introduction and Acceptance

These Terms and Conditions (the "Terms") constitute a legally binding agreement between you and Shokuin S.R.L. ("Shokuin," "we," "us," or "our"), a company incorporated under the laws of Romania with its registered office at București Sectorul 1, Strada CLUCERULUI, Nr. 35, Birou 2, Etaj PARTER, governing your access to and use of the Shokuin AI Workforce Platform available at https://shokuin.com (the "Platform").

By creating an account, accessing, or using the Platform, you represent and warrant that: (a) you are at least 18 years of age; (b) you have the legal authority to enter into these Terms on behalf of yourself or the organization you represent; and (c) you accept and agree to be bound by these Terms, our Privacy Policy, and our Cookies Policy, which are incorporated herein by reference.

If you do not agree to these Terms, you must not access or use the Platform.

The term "Customer" refers to the organization or individual who registers for an account and subscribes to the Platform services. The term "Authorized User" refers to any individual granted access to the Platform by the Customer. The term "End-User" refers to any third party who interacts with an AI employee deployed by the Customer.

2. Description of the Platform

2.1 Platform Overview

Shokuin is a B2B AI Workforce Platform that enables businesses to hire, deploy, and manage AI employees for specific business roles. The Platform provides:

• A marketplace of pre-configured AI employees specialized for various business roles (customer support, sales, HR, IT, and others)
• Integration capabilities with third-party services via OAuth and API connections
• Knowledge base management for company-specific information
• Multi-channel deployment (web chat, email, WhatsApp, Instagram, Telegram, Facebook Messenger, voice, API, and scheduled tasks)
• Analytics, monitoring, and reporting dashboards
• Configurable AI employee behavior, personality, and escalation rules

2.2 AI Employee Nature

AI employees are powered by artificial intelligence, including large language models (LLMs). They are not human beings. While AI employees are designed to provide helpful, accurate, and professional interactions, they have inherent limitations:

• AI employees may occasionally produce inaccurate, incomplete, or inappropriate responses.
• AI employees do not possess genuine emotions, consciousness, or independent judgment.
• AI employees operate within the boundaries of their configured knowledge, tools, and instructions.
• AI employees should not be relied upon for legal, medical, financial, or other professional advice.

The Customer is responsible for: monitoring AI employee performance, configuring appropriate escalation rules, reviewing and correcting AI employee behavior, and ensuring AI employee deployments are appropriate for their intended use case.

2.3 AI Transparency Obligations

In compliance with the EU AI Act (Regulation (EU) 2024/1689), the Customer must clearly inform End-Users that they are interacting with an AI employee and not a human being. Shokuin provides configurable disclosure features to support this obligation, but the Customer bears ultimate responsibility for compliance with transparency requirements in their jurisdiction.

3. Account Registration and Management

3.1 Account Creation

To use the Platform, you must create an account by providing accurate, current, and complete information. You agree to maintain and promptly update your account information to keep it accurate.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must:

• Use a strong, unique password for your Shokuin account.
• Not share your account credentials with unauthorized individuals.
• Immediately notify us at security@shokuin.com of any unauthorized access to your account.

Shokuin will not be liable for any loss or damage arising from unauthorized access to your account due to your failure to safeguard your credentials.

3.3 Authorized Users

The Customer may grant access to Authorized Users within the Platform's role-based access control system (Administrator, Manager, Operator, Viewer). The Customer is responsible for all actions taken by its Authorized Users and for ensuring that Authorized Users comply with these Terms.

3.4 Account Suspension and Termination

We reserve the right to suspend or terminate your account if:

• You breach these Terms or any applicable law or regulation.
• Your use of the Platform poses a security risk or may adversely affect other customers.
• Your account has been inactive for more than 12 consecutive months.
• You fail to pay applicable fees when due.

We will provide reasonable notice before suspension or termination, except where immediate action is required for security or legal reasons.

4. Subscriptions, Pricing, and Payments

4.1 Subscription Plans

AI employees are available through subscription plans with the following terms:

• Monthly subscriptions: Billed monthly, may be cancelled at any time.
• Six-month subscriptions: Billed at the start of the term (approximately 10% discount).
• Annual subscriptions: Billed at the start of the term (approximately 20% discount).

Subscription prices are locked at the time of hiring the AI employee for the duration of the committed term. Current pricing is available on the Platform.

4.2 Included and Excluded Services

Included in all subscriptions: Unlimited conversations, all available channels, analytics dashboards, ongoing AI employee updates, and standard support.

Not included: Premium third-party tool subscriptions, third-party service costs (e.g., telephony charges for voice calls, WhatsApp Business API fees, SMS charges), and any costs associated with third-party integrations connected by the Customer.

4.3 Payment Processing

All payments are processed securely through Stripe. By subscribing, you authorize Shokuin to charge your designated payment method for the applicable subscription fees. Shokuin does not store credit card numbers or sensitive payment data; all payment information is handled directly by Stripe in accordance with PCI DSS standards.

4.4 Taxes

All fees are exclusive of applicable taxes unless otherwise stated. The Customer is responsible for all applicable taxes, including VAT, sales tax, and withholding taxes. Shokuin will charge VAT where required by Romanian or EU law.

4.5 Late Payments

If payment fails or is overdue:

• We will notify you of the failed payment and provide a 7-day grace period to resolve the issue.
• If payment is not received within the grace period, we may suspend your access to the Platform and the affected AI employees.
• Continued non-payment for more than 30 days after the due date may result in account termination.

4.6 Refunds

• Monthly subscriptions: No refunds for partial months. You may cancel at any time and retain access until the end of the current billing period.
• Multi-month subscriptions (6-month and annual): If you cancel before the end of the committed term, no refund will be issued for the remaining period unless required by applicable law. The Customer retains access until the end of the paid term.
• Statutory rights: Nothing in these Terms affects your statutory rights under applicable consumer protection law (where applicable).

5. Acceptable Use

5.1 Permitted Use

You may use the Platform solely for lawful business purposes in accordance with these Terms. This includes deploying AI employees for customer support, sales, internal operations, and other legitimate business functions.

5.2 Prohibited Use

You agree not to, and not to permit any Authorized User or End-User to:

• Use the Platform for any unlawful, fraudulent, or deceptive purpose.
• Deploy AI employees in a manner that violates any applicable law, regulation, or third-party rights.
• Use the Platform to process special categories of personal data (as defined in GDPR Article 9) without appropriate safeguards and a lawful basis.
• Attempt to reverse-engineer, decompile, or disassemble any part of the Platform.
• Interfere with, disrupt, or impose an unreasonable burden on the Platform's infrastructure.
• Use the Platform to send unsolicited communications (spam) or engage in abusive messaging practices.
• Misrepresent AI employees as human beings to End-Users in violation of applicable transparency laws.
• Use the Platform to develop, train, or improve competing AI products or services.
• Resell, sublicense, or redistribute access to the Platform without Shokuin's prior written consent.
• Upload or transmit malicious code, viruses, or harmful content to the Platform.
• Use the Platform in connection with the development, production, or deployment of weapons, illegal surveillance, or activities that violate fundamental human rights.

5.3 Customer Responsibilities

The Customer is responsible for:

• The accuracy and legality of all data uploaded to the Platform, including knowledge base content.
• Ensuring that all third-party integrations are connected with proper authorization.
• Obtaining all necessary consents from End-Users as required by applicable data protection law.
• Configuring AI employees with appropriate guardrails, escalation rules, and content restrictions for their intended use case.
• Monitoring AI employee performance and addressing issues promptly.
• Ensuring that AI employee deployments comply with industry-specific regulations applicable to the Customer's business (e.g., healthcare, financial services, legal).

6. Third-Party Integrations

6.1 Customer-Connected Integrations

The Platform enables Customers to connect third-party services, including but not limited to Gmail, Google Drive, Google Sheets, Google Calendar, WhatsApp, Instagram, Facebook Messenger, Slack, Salesforce, Stripe, HubSpot, and others, via OAuth, API key, or other authentication mechanisms.

6.2 Customer Authorization

By connecting a third-party integration, the Customer represents and warrants that:

• The Customer has the authority to grant Shokuin access to the third-party service.
• The connection complies with the third-party service's terms of use.
• All necessary consents have been obtained from relevant data subjects.
• The Customer accepts responsibility for the data accessed through the integration.

6.3 Third-Party Terms

The Customer's use of third-party services is governed by the respective third party's terms and conditions. Shokuin is not responsible for the availability, functionality, or data practices of third-party services. If a third-party service modifies its terms, API, or access policies in a way that affects Shokuin's integration capabilities, Shokuin will make reasonable efforts to adapt but is not liable for any resulting service disruptions.

6.4 Disconnection

Customers may disconnect any third-party integration at any time through the Platform. Upon disconnection, Shokuin will cease accessing data from that service and will delete cached data in accordance with our Privacy Policy.

7. Intellectual Property

7.1 Shokuin's Intellectual Property

The Platform, including its software, algorithms, user interface, documentation, branding, and all related intellectual property, is and remains the exclusive property of Shokuin S.R.L. These Terms do not grant the Customer any ownership rights in the Platform.

The Customer is granted a limited, non-exclusive, non-transferable, revocable license to access and use the Platform during the subscription term solely for its internal business purposes in accordance with these Terms.

7.2 Customer Data and Content

The Customer retains all rights to its data, including knowledge base content, conversation data, and configuration settings uploaded to or generated through the Platform. The Customer grants Shokuin a limited, non-exclusive license to process this data solely for the purpose of providing the Platform services.

7.3 AI-Generated Content

Content generated by AI employees (e.g., conversation responses, reports, summaries) is provided to the Customer for their use. Shokuin does not claim ownership of AI-generated content. However, the Customer acknowledges that AI-generated content may not be eligible for copyright protection in all jurisdictions and that similar content may be generated for other customers.

7.4 Feedback

If the Customer provides feedback, suggestions, or ideas about the Platform, Shokuin may use this feedback to improve the Platform without any obligation or compensation to the Customer.

8. Data Protection

8.1 Privacy Policy

Our collection, use, and protection of personal data is governed by our Privacy Policy, which is incorporated into these Terms by reference.

8.2 Data Processing Agreement

For data processed by Shokuin on behalf of the Customer (in our capacity as Data Processor), the terms of processing are governed by the Data Processing Agreement (DPA), which is available upon request and constitutes an integral part of these Terms. The DPA addresses: the scope and purpose of processing, sub-processor management, security measures, breach notification, data subject rights, audit rights, and data deletion.

8.3 Customer as Data Controller

The Customer acknowledges that it is the Data Controller for all personal data of its End-Users processed through the Platform. The Customer is responsible for:

• Having a lawful basis for processing End-User data.
• Providing End-Users with appropriate privacy notices.
• Responding to data subject access requests (with Shokuin's assistance where applicable).
• Complying with all applicable data protection laws in the jurisdictions where it operates.

8.4 Data Security

Shokuin implements industry-standard technical and organizational security measures as described in our Privacy Policy, including TLS 1.3 encryption in transit, AES-256 encryption at rest, tenant-level data isolation, and role-based access controls.

9. Service Availability

9.1 Uptime Target

Shokuin targets 99.5% monthly uptime for the Platform. This is a commercially reasonable target and not a binding service level guarantee. Uptime excludes:

• Scheduled maintenance (with at least 24 hours advance notice).
• Force majeure events (as defined in Section 15).
• Issues caused by third-party services, integrations, or infrastructure beyond Shokuin's reasonable control.
• Issues caused by the Customer's actions or configurations.

9.2 Maintenance

We perform regular maintenance to improve the Platform. We will provide advance notice for scheduled maintenance that may result in service interruption. Emergency maintenance required for security or stability may occur without advance notice.

9.3 Support

Standard customer support is included in all subscriptions. Support inquiries may be submitted through the Platform or by email. We aim to acknowledge support requests within one business day. Enhanced support options may be available for additional fees.

10. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. SHOKUIN SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, SHOKUIN DOES NOT WARRANT THAT:

• The Platform will be uninterrupted, error-free, or free from harmful components.
• AI employee responses will be accurate, complete, appropriate, or suitable for any particular purpose.
• The Platform will meet the Customer's specific requirements.
• Third-party integrations will function without interruption.

THE CUSTOMER ACKNOWLEDGES THAT AI EMPLOYEES ARE POWERED BY ARTIFICIAL INTELLIGENCE AND MAY PRODUCE INACCURATE OR UNEXPECTED RESULTS. THE CUSTOMER IS SOLELY RESPONSIBLE FOR REVIEWING AI EMPLOYEE OUTPUT AND ENSURING ITS APPROPRIATENESS FOR THE CUSTOMER'S USE CASE.

11. Limitation of Liability

11.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SHOKUIN'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY THE CUSTOMER TO SHOKUIN IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE THOUSAND EUROS (€1,000).

11.2 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SHOKUIN BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO: LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY, LOSS OF GOODWILL, OR COST OF PROCUREMENT OF SUBSTITUTE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF SHOKUIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.3 Exceptions to Limitations

The limitations in this Section 11 shall not apply to: (a) liability arising from Shokuin's gross negligence or willful misconduct; (b) liability for death or personal injury caused by Shokuin's negligence; (c) any liability that cannot be excluded or limited under applicable law; or (d) Shokuin's obligations under applicable data protection legislation.

12. Indemnification

12.1 Customer Indemnification

The Customer shall indemnify, defend, and hold harmless Shokuin and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from or related to:

• The Customer's violation of these Terms.
• The Customer's violation of any applicable law or regulation.
• The Customer's data, knowledge base content, or use of the Platform.
• Claims by End-Users or third parties arising from the Customer's deployment of AI employees.
• The Customer's unauthorized use of third-party integrations.

12.2 Shokuin Indemnification

Shokuin shall indemnify, defend, and hold harmless the Customer from and against claims that the Platform (excluding Customer data and third-party integrations) infringes a third party's intellectual property rights, provided that: (a) the Customer promptly notifies Shokuin of the claim; (b) the Customer grants Shokuin sole control of the defense and settlement; and (c) the Customer provides reasonable cooperation at Shokuin's expense.

13. Term and Termination

13.1 Term

These Terms take effect upon account creation and continue until the Customer's account is terminated. Individual AI employee subscriptions are governed by the subscription term selected at the time of hiring.

13.2 Termination by Customer

The Customer may terminate their account at any time by providing notice through the Platform or by contacting privacy@shokuin.com. For multi-month subscriptions, termination takes effect at the end of the current paid term. For monthly subscriptions, termination takes effect at the end of the current billing period.

13.3 Termination by Shokuin

Shokuin may terminate the Customer's account:

• For material breach of these Terms, with 14 days' written notice and an opportunity to cure (where the breach is curable).
• Immediately, without notice, if the Customer's use poses a threat to the security or integrity of the Platform or violates applicable law.
• For convenience, with 90 days' written notice.

13.4 Effects of Termination

Upon termination:

• The Customer's access to the Platform and all AI employees will cease.
• All connected third-party integrations will be disconnected.
• Customer data will be handled in accordance with the retention and deletion schedule described in our Privacy Policy (30-day grace period, then deletion within 90 days).
• Outstanding fees for the current billing period remain payable.
• Sections that by their nature should survive termination (including Sections 7, 10, 11, 12, 14, and 17) shall survive.

14. Confidentiality

14.1 Confidential Information

Each party (the "Receiving Party") agrees to keep confidential all non-public information disclosed by the other party (the "Disclosing Party") that is designated as confidential or that a reasonable person would understand to be confidential. Confidential Information includes, but is not limited to, business plans, customer data, technical specifications, pricing, and security measures.

14.2 Exceptions

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was known to the Receiving Party prior to disclosure; (c) is independently developed without reference to the Confidential Information; or (d) is rightfully received from a third party without restriction.

14.3 Required Disclosures

The Receiving Party may disclose Confidential Information to the extent required by applicable law, regulation, or court order, provided that the Receiving Party gives the Disclosing Party prompt written notice (where legally permitted) and cooperates in any effort to obtain protective treatment.

15. Force Majeure

Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to: natural disasters, pandemics, acts of government, war, terrorism, labor disputes, power failures, internet disruptions, third-party service outages, or cyberattacks. The affected party shall promptly notify the other party and use reasonable efforts to mitigate the impact. If the force majeure event continues for more than 60 days, either party may terminate the affected services upon written notice.

16. Dispute Resolution and Governing Law

16.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of Romania, without regard to its conflict of law provisions.

16.2 Informal Resolution

Before initiating formal proceedings, the parties agree to attempt to resolve any dispute arising out of or relating to these Terms through good-faith negotiation for a period of at least 30 days.

16.3 Arbitration

If the dispute cannot be resolved through negotiation, either party may refer the dispute to arbitration administered by the Court of International Commercial Arbitration attached to the Chamber of Commerce and Industry of Romania (CCIR), in accordance with its arbitration rules in force at the time of filing. The seat of arbitration shall be Bucharest, Romania. The language of arbitration shall be English.

16.4 Jurisdiction

Notwithstanding the arbitration clause, either party may seek injunctive or other equitable relief in the competent courts of Bucharest, Romania, to protect its intellectual property rights or to prevent irreparable harm.

17. General Provisions

17.1 Entire Agreement

These Terms, together with the Privacy Policy, Cookies Policy, and the Data Processing Agreement (where applicable), constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous agreements, understandings, or representations.

17.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be replaced with a valid provision that most closely reflects the original intent.

17.3 Waiver

The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.

17.4 Assignment

The Customer may not assign or transfer these Terms or any rights hereunder without Shokuin's prior written consent. Shokuin may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets, provided that the assignee agrees to be bound by these Terms.

17.5 Notices

All notices under these Terms shall be in writing and delivered by email. Notices to Shokuin shall be sent to privacy@shokuin.com. Notices to the Customer shall be sent to the email address associated with the Customer's account.

17.6 Independent Contractors

The relationship between Shokuin and the Customer is that of independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.

17.7 Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights, except as expressly provided herein.

17.8 Language

These Terms are drafted in English. In the event of any conflict between the English version and any translation, the English version shall prevail.

18. Contact Us

If you have questions about these Terms, please contact us:

Shokuin S.R.L. București Sectorul 1, Strada CLUCERULUI, Nr. 35, Birou 2, Etaj PARTER, Romania

Email: privacy@shokuin.com Website: https://shokuin.com