Terms of Service

1. About these terms

1.1 Who we are. Louvain is operated by Louvain AI Ltd, a company registered in England and Wales (company number 17506006) ("Louvain", "we", "us", "our"). You can reach us at legal@louvain.ai.

1.2 Who these terms are with. These Terms of Service ("Terms") are an agreement between us and the organisation or individual that creates a Louvain account, starts a trial, buys a plan or signs an order form that refers to these Terms ("Customer", "you", "your"). If you accept these Terms for an organisation, you confirm that you have authority to bind it, and "you" means that organisation.

1.3 How you accept them. You accept these Terms by creating an account, starting a trial, completing a checkout, signing an order form that refers to them, or using the Service.

1.4 Business use. The Service is built for organisations and professionals. You must be at least 18 years old to use it. If the law where you live gives you rights as a consumer that cannot be excluded, nothing in these Terms takes those rights away.

1.5 What forms the agreement. The agreement between us ("Agreement") is made up of these Terms, any Order, the Data Processing Addendum ("DPA"), the Acceptable Use Policy and the Documentation. If they conflict, this order applies: (a) a signed Order, but only for that Order; (b) the DPA, for the processing of personal data; (c) these Terms; (d) the Acceptable Use Policy; (e) the Documentation.

2. Words with a specific meaning

• Service means the hosted Louvain service we provide at louvain.ai, including the web application, the APIs, the MCP endpoint for AI agents, connectors, and the related support we provide. It does not include software you run yourself.
• Workspace means a separate environment in the Service that holds your content, connections and members.
• Authorised User means a person you allow to use the Service under your account, such as your employees and contractors.
• Customer Data means content and data submitted to the Service by you or your Authorised Users, or imported from a Connected Source on your behalf, including documents, messages, emails, calendar entries, records, questions, conversations and the Output generated from them.
• Output means answers, briefings, summaries, lists, drafts and other material the Service generates for you.
• Connected Source means a third-party service you connect to the Service, such as Google Workspace, Slack or a CRM.
• Agent means software, including an AI assistant, that you or your Authorised Users connect to the Service through the MCP endpoint, the API or an access token.
• Order means an online checkout you complete or an order form both of us sign that sets out a plan, fees and term.
• Plan means the subscription plan in your Order, such as Team, Business or Enterprise.
• Documentation means the product documentation we publish at louvain.ai/docs (opens in a new tab), as updated from time to time.
• Usage Data means information about how the Service is used and performs, such as feature events, counts, timings and error reports, that does not include the content of Customer Data.

3. Accounts and workspaces

3.1 Your account. You must give accurate information when you register and keep it up to date. You are responsible for all activity in your account and Workspaces, including by your Authorised Users and by Agents they connect.

3.2 Authorised Users. You decide who may use the Service, and you are responsible for their compliance with the Agreement. Each Authorised User must have their own sign-in. You must not share sign-ins or let people who are not Authorised Users use the Service.

3.3 Keeping access secure. You must keep passwords, access tokens and connector credentials confidential, use the access controls the Service provides, and tell us promptly at security@louvain.ai if you believe your account has been accessed without permission.

3.4 Administrators. Workspace owners and administrators can manage members, connections and settings. Administrative roles manage a Workspace; they do not by themselves grant access to content a person could not otherwise read. You are responsible for choosing your administrators and for the settings they choose, including who can read content imported from a workspace connection.

3.5 Removing people. When someone leaves your organisation, remove them from your Workspaces. Removing a member ends their access through the Service as described in the Documentation.

4. Your data

4.1 You own your data. As between you and us, you own Customer Data. We claim no ownership of it.

4.2 What you allow us to do with it. You grant us a worldwide, non-exclusive, royalty-free licence to host, copy, process, transmit, index and display Customer Data only as needed to: (a) provide, maintain and support the Service for you; (b) keep the Service and its users secure, and prevent abuse; (c) comply with the law; and (d) act on your other documented instructions. This licence ends when we have deleted Customer Data under section 11.

4.3 What we will not do with it. We do not sell Customer Data. We do not use Customer Data to train or fine-tune artificial intelligence models. We do not use Customer Data for advertising. We do not access the content of Customer Data except to provide the Service, to give support you ask for, to keep the Service secure, or where the law requires it.

4.4 Usage Data. We may use Usage Data to operate, secure and improve the Service and to understand how it is used. We will not use Usage Data to identify you or your Authorised Users to anyone else, and apart from our subprocessors we share it only in aggregated form that does not identify you.

4.5 Your responsibilities for Customer Data. You are responsible for Customer Data and for how it was obtained. You confirm that you have all the rights, permissions and consents needed for us to process it under the Agreement. That includes giving any notices and obtaining any consents required by law or by your own policies before you connect mailboxes, calendars, files, chat, HR systems or other sources that contain other people's personal data, and before you use the Service in a way that could be regarded as monitoring employees.

4.6 Personal data. Where Customer Data includes personal data, the DPA forms part of the Agreement and describes how we process it as your processor.

4.7 Sensitive data. The Service is not designed to meet requirements specific to payment card data or protected health information. Do not use it to store or process payment card data, or protected health information regulated under HIPAA, unless we have agreed to it in a signed Order; we do not sign business associate agreements. If a Connected Source may contain special categories of personal data, such as health information in mail or HR records, you are responsible for deciding whether to connect it and for any safeguards the law requires.

5. Connected sources

5.1 Your authorisation. When you connect a source, you authorise us to access it with the credentials, keys or permissions you provide or approve, and to import, store and process its content as part of Customer Data, within the scope you choose.

5.2 Their terms apply. Connected Sources are provided by third parties under their own terms. You are responsible for complying with those terms, and for having the right to connect each source and the content in it. We are not responsible for Connected Sources, their availability, or changes they make that affect what the Service can import.

5.3 Permissions. The Service applies the permissions a Connected Source reports, or the audience an administrator chooses for a workspace connection, as described in the Documentation. Some sources report permissions for each item; others are imported as one collection for the connection. You are responsible for choosing connection methods and audiences that match who in your organisation may see the content.

5.4 Deletions and changes at the source. Where a Connected Source reports that an item was deleted, the Service removes that item, as the Documentation describes for each source. A source that does not report deletions leaves content already imported in place until you remove it: you can ask us to remove specific items, remove the connection together with everything it imported, or delete a Workspace.

5.5 Revoking access. You can disconnect a source in the Service at any time, and you can revoke our access in the source's own settings. Revoking access stops further imports; it does not by itself delete content already imported unless you remove the connection with its data.

6. AI features and Output

6.1 How Output is made. The Service uses machine learning models, including models operated by the third-party providers listed on our Subprocessors page, to read Customer Data and generate Output.

6.2 Output can be wrong. Output is generated automatically and can be inaccurate, incomplete or out of date, even where the Service checks figures, dates and names against your sources and shows citations. The Service may present something a source said at an earlier time as if it were still true, and it may miss content that exists. Output is not professional, legal, financial, medical or employment advice.

6.3 Your responsibility. You are responsible for reviewing Output before relying on it, for decisions you make using it, and for how you and your Authorised Users use it. Do not use Output as the sole basis for a decision that has a legal or similarly significant effect on a person without appropriate human review.

6.4 Ownership of Output. As between you and us, you own the Output generated from Customer Data, to the extent the law allows. Because models generate Output, similar Output may be generated for other customers.

6.5 Web search. If a Workspace administrator turns on web search, search queries written from the conversation are sent to the web search provider listed on our Subprocessors page. Web search is off unless an administrator turns it on.

7. Agents and the API

7.1 Agents act for a person. An Agent connected through the Service acts with the access of the Authorised User who connected it, and no more. You are responsible for the Agents you and your Authorised Users connect, for what those Agents do with the information they receive, and for the third-party terms that apply to them.

7.2 Tokens. Access tokens are credentials. Keep them secret and revoke any you believe have been exposed.

7.3 Limits and changes. We may apply reasonable rate limits and usage limits to the API, the MCP endpoint and the Service, as described in the Documentation. We may change or retire API features; where a change would materially break an integration you rely on under a paid Plan, we will give you reasonable notice where we can.

8. Acceptable use

You must use the Service in line with the Acceptable Use Policy, which forms part of these Terms. In particular, you must not, and must not allow anyone to:

• use the Service in breach of the law or anyone's rights;
• try to access content, accounts or Workspaces you are not permitted to access, or to get around the Service's permission controls, security or usage limits;
• copy, modify, resell, sublicense or provide the Service to third parties except as the Agreement allows;
• reverse engineer the Service, except where the law or an applicable open-source licence permits it;
• introduce malicious code or disrupt the Service or its infrastructure; or
• use the Service to build a competing hosted service using our non-public materials.

9. Fees, trials and billing

9.1 Plans and fees. Fees for the Team and Business Plans are charged per person with access to a Workspace, per month, in US dollars, at the prices shown on our pricing page or at checkout. Enterprise fees and terms are set out in a signed Order.

9.2 Free trials. We may offer a free trial of a Plan. A trial lasts 14 days unless the offer says otherwise. To start a trial you add a payment card at checkout. Unless you cancel before the trial ends, your subscription starts when the trial ends and your card is charged for the first billing period. We may limit trials to one per organisation and may end a trial that is being misused.

9.3 Payment. Online payments are processed by our payment provider, Stripe. You authorise us, through Stripe, to charge the payment method you provide for all fees when due. We do not store full payment card numbers. For Enterprise Orders, we invoice as the Order says, and invoices are due within 30 days of the invoice date unless the Order says otherwise.

9.4 Renewal. Monthly subscriptions renew automatically at the end of each billing period for another period of the same length, until cancelled. Subscriptions under a signed Order renew as that Order says.

9.5 Changes in the number of people. Your charges reflect the number of people with access to your Workspaces. When that number changes, your charges change as described at checkout and in your billing settings, which may include prorated charges or credits.

9.6 Price changes. We may change our prices. We will tell you at least 30 days before a change affects you, and it will apply from your next billing period after that notice. If you do not agree, you can cancel before the change applies.

9.7 Taxes. Fees do not include taxes. You are responsible for sales, use, value added, goods and services and similar taxes that apply to your purchase, other than taxes on our income. Where we are required to collect tax, we will add it to your charges.

9.8 Late payment. If a payment fails or an invoice is overdue, we will tell you. If it remains unpaid 14 days after that notice, we may suspend the Service under section 10 until it is paid.

9.9 Refunds. Fees are non-refundable, except where these Terms say otherwise or the law requires a refund.

9.10 Cancelling. You can cancel a monthly subscription at any time in your billing settings or by contacting support@louvain.ai. Cancellation takes effect at the end of the current billing period, and you keep access until then.

10. Suspension

10.1 When we may suspend. We may suspend all or part of your access to the Service if: (a) we reasonably believe your use poses a security risk to the Service or others, or breaches the Acceptable Use Policy; (b) payment is overdue as described in section 9.8; or (c) we are required to by law.

10.2 How we suspend. We will suspend only as much and for as long as is reasonably needed, give you notice beforehand where we reasonably can (and otherwise promptly afterwards), and restore access once the reason is resolved. Suspension does not delete Customer Data.

11. Term, termination, export and deletion

11.1 Term. The Agreement starts when you accept these Terms and continues until every subscription and Order under it has ended.

11.2 Termination for breach. Either of us may terminate the Agreement by notice if the other materially breaches it and does not fix the breach within 30 days of receiving notice describing it.

11.3 Other termination. Either of us may terminate the Agreement immediately by notice if the other becomes insolvent, enters liquidation or a similar process, or ceases to do business. We may terminate immediately by notice for a serious or repeated breach of the Acceptable Use Policy.

11.4 Refund on our termination. If you terminate because of our uncured material breach, we will refund any prepaid fees for the period after termination.

11.5 Effect of termination. When the Agreement ends, your right to use the Service ends, and you must pay any fees due for the period before termination.

11.6 Exporting your data. If you ask us at support@louvain.ai before termination or within 30 days after it, we will provide an export of your Customer Data in a commonly used, machine-readable format, before we delete it.

11.7 Deleting your data. We keep Customer Data for 30 days after the Agreement ends, so that you can ask for an export under section 11.6 or reactivate your subscription, and delete it after that period — or promptly after providing an export you asked for, if that comes later. Copies in backups are deleted as those backups expire in the ordinary course. We may keep information where the law requires us to, and we keep records of your account and billing as described in our Privacy Policy. An owner can also delete a Workspace at any time from its settings.

11.8 What continues. Sections 4.1, 4.3, 6.2, 6.3, 9 (for unpaid fees), 11, 12, 15 to 19, and 21 to 23, and any other terms that by their nature should continue, survive the end of the Agreement.

12. Confidentiality

12.1 What is confidential. "Confidential Information" means non-public information one of us discloses to the other that is marked confidential or that a reasonable person would understand to be confidential. Customer Data is your Confidential Information. Non-public information about the Service, including security information and pricing in an Order, is ours.

12.2 What is not. Confidential Information does not include information that is or becomes public through no fault of the recipient, was already known to the recipient without a duty of confidence, is received from a third party entitled to share it, or is independently developed without use of the other's Confidential Information.

12.3 Our duties to each other. The recipient will use the other's Confidential Information only to perform the Agreement, protect it with at least reasonable care, and share it only with its employees, contractors, subprocessors and advisers who need to know it and are bound by confidentiality duties at least as protective as these.

12.4 When disclosure is required. The recipient may disclose Confidential Information where the law or a court requires it, after giving the other reasonable notice where the law allows so that it can seek protection.

13. Security and data protection

13.1 Security. We maintain technical and organisational measures designed to protect Customer Data, described on our Security page and in Annex II of the DPA. We may update those measures, but we will not materially reduce the overall protection of Customer Data during your subscription.

13.2 Subprocessors. We use third-party providers to deliver the Service. They are listed on our Subprocessors page, and the DPA explains how we tell you about changes.

13.3 Incidents. If we become aware of a breach of security that leads to unauthorised access to, or loss or disclosure of, Customer Data, we will notify you as the DPA describes.

14. Support and changes to the Service

14.1 Support. We provide support by email at support@louvain.ai. Service levels, response times or named support apply only where a signed Order sets them out.

14.2 Availability. We work to keep the Service available and publish its current state on our status page. Unless a signed Order provides a service level commitment, we do not promise that the Service will be uninterrupted or error-free.

14.3 Changes. We improve the Service continually and may add, change or remove features. We will not make a change that materially reduces the core functionality of a paid Plan during your current billing period or Order term.

14.4 Early features. Features we label as beta, preview or coming soon are provided as they are, may change or be withdrawn, and are excluded from any service level commitment.

15. Open-source software

15.1 The core is MIT-licensed. Louvain's core software is licensed under the MIT licence, and enterprise extensions are licensed separately. The source code is available to customers on request, and a public repository is coming.

15.2 These Terms do not narrow open-source rights. Open-source components are governed by their own licences. Nothing in these Terms limits the rights any open-source licence gives you for software you receive under it. These Terms govern the hosted Service.

16. Intellectual property

16.1 Ours. We and our licensors own the Service, the Documentation and our trade marks, including all improvements to them. Apart from the rights expressly granted in the Agreement and under applicable open-source licences, no rights are transferred to you.

16.2 Your right to use the Service. Subject to the Agreement and payment of fees, we grant you a non-exclusive, non-transferable right during your subscription for your Authorised Users to use the Service for your internal business purposes.

16.3 Feedback. If you give us suggestions or feedback about the Service, we may use them without restriction or payment. Feedback does not include Customer Data.

16.4 Your name. We will not use your name or logo to publicise that you are a customer without your permission.

17. Warranties and disclaimers

17.1 Mutual. Each of us warrants that it has the authority to enter into the Agreement.

17.2 Ours. For paid Plans, we warrant that the Service will perform materially as described in the Documentation. If it does not, and you tell us within 30 days of first noticing, we will use reasonable efforts to correct it. If we cannot do so within a reasonable time, you may terminate the affected subscription and we will refund prepaid fees for the period after termination. This is your only remedy for a breach of this warranty.

17.3 Disclaimer. Except as expressly stated in the Agreement, and to the fullest extent the law allows, the Service, Output, trials, free use and early features are provided "as is" and "as available", and we make no other warranties or conditions, express or implied, including of merchantability, fitness for a particular purpose, accuracy, non-infringement, or that the Service will be uninterrupted or error-free.

18. Indemnities

18.1 By us. We will defend you against any claim by a third party alleging that your use of the Service as permitted by the Agreement infringes that third party's intellectual property rights, and pay damages and costs finally awarded or agreed in settlement. This does not apply to claims arising from Customer Data, Connected Sources, Agents or other third-party products, open-source components used under their own licences, modifications not made by us, combination with things we did not provide, or use in breach of the Agreement. If the Service is, or we believe is likely to be, subject to such a claim, we may obtain the right for you to continue using it, modify it so it is not infringing, or terminate the affected subscription and refund prepaid fees for the period after termination.

18.2 By you. You will defend us against any claim by a third party arising from Customer Data, your Connected Sources, or your or your Authorised Users' use of the Service in breach of the Agreement or the law, and pay damages and costs finally awarded or agreed in settlement.

18.3 How claims are handled. The party seeking protection must notify the other promptly, give it sole control of the defence and settlement (but a settlement may not impose an obligation or admission on the protected party without its consent, which may not be unreasonably withheld), and provide reasonable help at the defending party's cost.

19. Limitation of liability

19.1 Indirect losses. To the fullest extent the law allows, neither of us is liable to the other for any loss of profits, revenue, business, goodwill or anticipated savings, or for any indirect, special, incidental or consequential loss, however caused, even if it was foreseeable.

19.2 Overall cap. To the fullest extent the law allows, each party's total liability arising out of or in connection with the Agreement is limited to the fees paid and payable by you for the Service in the 12 months before the event giving rise to the claim. If you have paid no fees, our total liability is limited to USD 100.

19.3 What is not limited. Sections 19.1 and 19.2 do not limit: (a) your obligation to pay fees; (b) a party's obligations under section 18; (c) liability for fraud, gross negligence or wilful misconduct; (d) liability for death or personal injury caused by negligence; or (e) any other liability that cannot be limited or excluded by law.

20. Changes to these Terms

We may update these Terms. We will post the new version on this page with its date. If a change materially reduces your rights or increases your obligations, we will tell you at least 30 days before it takes effect, by email to your account owner or in the Service. For a subscription under a signed Order, such a change applies from the Order's next renewal. If you do not agree to a change, you can cancel before it takes effect. Continuing to use the Service after a change takes effect means you accept it.

21. Governing law and disputes

21.1 Governing law. The Agreement, and any dispute or claim arising out of or in connection with it, is governed by the laws of England and Wales, unless a signed Order says otherwise.

21.2 Courts. The courts of England and Wales have exclusive jurisdiction over any dispute arising out of or in connection with the Agreement, unless a signed Order says otherwise. Either of us may seek urgent injunctive relief in any court with jurisdiction.

21.3 Talk to us first. Before starting proceedings, please contact us at legal@louvain.ai so we can try to resolve the dispute in good faith within 30 days.

22. Notices

22.1 To us. Send legal notices to legal@louvain.ai, or to any postal address we give in a signed Order.

22.2 To you. We send notices to the email address of your account owner or billing contact, or show them in the Service. Keep those details current.

22.3 When notices take effect. An email notice takes effect on the next business day after it is sent, unless the sender receives a delivery failure.

23. General

23.1 Assignment. Neither of us may assign the Agreement without the other's written consent, which may not be unreasonably withheld, except that either of us may assign it to a successor in a merger, acquisition or sale of all or substantially all of the assets or business it relates to, with notice to the other.

23.2 Events beyond control. Neither of us is liable for failure or delay in performing obligations (other than payment) caused by events beyond its reasonable control, including failures of third-party infrastructure, internet outages, natural disasters, war, epidemics, strikes or acts of government.

23.3 Independent parties. We are independent contractors. The Agreement does not create a partnership, agency or employment relationship.

23.4 Third parties. No one other than you and us has any right to enforce the Agreement, and the Contracts (Rights of Third Parties) Ordinance (Cap. 623) does not apply.

23.5 Export and sanctions. You must not use the Service in breach of applicable export control or sanctions laws, or allow access to it by anyone subject to sanctions.

23.6 Entire agreement. The Agreement is the entire agreement between us about its subject matter and replaces any earlier agreement or understanding about it. Terms in a purchase order or similar document you send do not apply.

23.7 Severability and waiver. If any part of the Agreement is found unenforceable, the rest remains in effect. A failure or delay in enforcing a right is not a waiver of it.

23.8 Language. The Agreement is written in English, and the English version prevails over any translation.

Questions about this document: legal@louvain.ai.