Terms of Service
Last updated: July 10, 2026
These Terms of Service (the "Terms") are an agreement between MagicAPI Inc (doing business as Noveum.ai) ("Noveum," "we," "us," or "our"), a Delaware corporation located at 548 Market St PMB 49761, San Francisco, CA 94104-5401, USA, and the individual or entity using our Services ("you" or "Customer"). They govern your access to and use of our websites, our AI reliability platform for tracing, evaluating, simulating, and improving AI agents, and our APIs, SDKs, MCP server, and related services (collectively, the "Services").
By creating an account, accepting these Terms electronically, or using the Services, you agree to these Terms. If you are entering into these Terms on behalf of a company, you represent that you have authority to bind that company, and "you" refers to the company. If you have a separately negotiated agreement with us (such as an enterprise order form or master services agreement), that agreement controls where it conflicts with these Terms.
1. Definitions
- "Customer Content" means data you or your end users submit to or generate in the Services, including traces, spans, prompts, model inputs and outputs, tool calls, datasets, evaluation results, transcripts, recordings, files, and agent configurations.
- "Output" means results the Services generate for you, such as evaluation scores, judge reasoning, reports, analyses, simulated conversations, and suggested changes or fixes (including code changes proposed by automated features such as NovaPilot).
- "Beta Features" means features identified as alpha, beta, preview, early access, or experimental.
- "Documentation" means our published usage documentation at noveum.ai/docs, as updated.
2. Eligibility and accounts
You must be at least 18 years old and capable of forming a binding contract. You are responsible for your account credentials, API keys, and OAuth grants, for all activity under them, and for the accuracy of the information you provide. Notify us promptly at support@noveum.ai of any suspected unauthorized use. If you join an organization, its owners and admins can manage your access to that organization's data.
3. The Services; changes
We will provide the Services with commercially reasonable skill and care and will not materially degrade the core functionality of your paid subscription during its term. We may improve, modify, or discontinue features (including for security or legal reasons); if we discontinue a material paid feature, we will give you reasonable advance notice where practicable.
4. Subscriptions, credits, and payment
- Plans and credits. Paid access is sold as subscriptions and/or usage credits, as described at noveum.ai/pricing or in your order. Credits are consumed by usage (e.g., evaluations, simulations, analyses), are not redeemable for cash, and unless stated otherwise expire at the end of the subscription term.
- Billing. Fees are billed in advance (subscriptions) or as consumed (usage), through our payment processor. You authorize recurring charges for renewing subscriptions. Subscriptions renew automatically unless cancelled before the renewal date.
- Taxes. Fees are exclusive of taxes; you are responsible for applicable taxes other than our income taxes.
- Non-payment. We may suspend the Services for amounts overdue after notice. Except as required by law or expressly stated, fees are non-refundable.
- Trials and free tiers are provided as-is, may be limited, changed, or ended at any time, and may enforce quotas.
5. Customer Content
- Your ownership. You retain all rights to Customer Content. We claim no ownership of it.
- Our license. You grant us a worldwide, non-exclusive license to host, store, process, transmit, display, and create derivative technical artifacts of Customer Content (such as indexes, aggregates, and reports) solely (a) to provide, secure, and support the Services, (b) as directed by you through features you use, and (c) as otherwise permitted in these Terms or our Privacy Policy. This license permits our subprocessors (e.g., cloud hosting, model providers you configure) to process Customer Content on our behalf for the same purposes.
- No AI training. We do not use Customer Content to train or fine-tune AI or machine-learning models. We may use de-identified, aggregated data — data that no longer identifies you, your organization, or any individual — to test, benchmark, and improve the Services (including evaluation quality and automated analysis features), and we will not attempt to re-identify it.
- Your responsibilities. You are responsible for Customer Content and warrant that you have all rights and consents needed to submit it — including, where your traces or recordings contain personal data of your end users, any notices, consents, and legal bases required by applicable law, and, for voice features that call or record real phone numbers or agents, compliance with call-recording, wiretap, and telemarketing laws in the relevant jurisdictions.
- Sensitive data. The Services are not currently designed for, and are not intended to receive, protected health information subject to HIPAA, cardholder data subject to PCI-DSS, or other specially regulated categories of data. Do not submit such data unless we have expressly agreed in writing to support your use case. If you have a regulated-data requirement, contact support@noveum.ai before sending any such data.
6. AI features and Output
The Services use large language models and other probabilistic techniques. You acknowledge that:
- Output (including evaluation scores, judge reasoning, simulated conversations, reports, and suggested fixes or code changes) is generated automatically, may be inaccurate, incomplete, or unsuitable for your purposes, and may differ across runs;
- you are responsible for reviewing Output before relying on it or deploying it — in particular, proposed code changes (such as NovaPilot pull requests) must be reviewed and tested by you before merging or releasing;
- Output is provided for your use, and as between you and Noveum, you own the Output generated for you, subject to the underlying rights of any content it incorporates; and
- the Services are a development and reliability tool — they are not a substitute for your own testing, human oversight, or legal/regulatory compliance review of your AI systems.
7. Third-party services and model providers
The Services interoperate with third-party services — LLM and voice model providers (e.g., OpenAI, Anthropic, Google, AWS Bedrock, Azure OpenAI, ElevenLabs), telephony infrastructure, integrations you connect (including MCP clients), and services you configure with your own credentials ("Third-Party Services"). Your use of a Third-Party Service is governed by its own terms, and you instruct us to exchange relevant Customer Content with it as needed to provide the feature you invoked. We are not responsible for Third-Party Services, and their availability may affect dependent features. When you bring your own provider credentials or infrastructure (e.g., BYO ClickHouse), you are responsible for those accounts, their costs, and their configuration.
8. Acceptable use
You will not (and will not permit anyone to):
- use the Services in violation of applicable law, or to process content you lack rights to;
- probe, scan, or test the vulnerability of the Services without written permission (responsible disclosure to security@noveum.ai is welcome), or interfere with the Services' operation, quotas, or rate limits;
- reverse engineer, decompile, or attempt to extract non-public source code, models, or algorithms of the Services, except where such a restriction is prohibited by law;
- resell, sublicense, or provide the Services to third parties as a hosted service or service bureau, or use them to build a directly competing product;
- misuse credentials — share API keys or OAuth tokens beyond your organization, circumvent scopes or role permissions, or use another user's access;
- publish benchmarks of the Services in a misleading manner or without identifying the version and configuration tested;
- use the Services as a component of high-risk activities where failure could lead to death, personal injury, or severe damage (e.g., life-support, emergency response, autonomous weapons, nuclear facilities) — the Services are not designed for such use; or
- upload malicious code or use the Services to develop or distribute malware, or to violate the rights (including privacy and IP rights) of any person.
We may suspend access immediately for material violations that threaten the security or integrity of the Services or other customers, with notice as soon as practicable.
9. APIs, MCP server, and connected apps
Our APIs, SDKs, and MCP server are part of the Services and subject to these Terms and published rate limits. API keys and OAuth tokens are confidential credentials. When you authorize an MCP client or other application through OAuth, the scopes you approve and your organization's role permissions bound what that application can do; you are responsible for the actions applications take under your grants. You can revoke a connected application at any time in Settings → Connected apps, and should do so if a device or client is compromised. We may revoke credentials or registrations that are abusive, compromised, or inactive.
10. Intellectual property; feedback
We and our licensors own the Services, including all software, models, designs, and documentation, and all related IP rights. These Terms grant you a limited, non-exclusive, non-transferable right to use the Services during your subscription in accordance with these Terms and the Documentation — no other rights are granted. If you send us feedback or suggestions, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use them without restriction or obligation to you.
11. Confidentiality
Each party may receive non-public information from the other that is marked or reasonably understood to be confidential ("Confidential Information" — for you, this includes Customer Content; for us, non-public product information and security details). The receiving party will protect it with at least reasonable care, use it only to perform under these Terms, and disclose it only to personnel and contractors bound by confidentiality obligations. Confidential Information does not include information that is public without breach, independently developed, or rightfully received from a third party. A party may disclose Confidential Information when legally compelled, with prompt notice to the other party where lawful. These obligations survive for five (5) years after termination (indefinitely for trade secrets).
12. Privacy and data protection
Our collection and use of personal information is described in our Privacy Policy. For customers subject to the GDPR or similar laws, a Data Processing Addendum (including Standard Contractual Clauses) is available and, once executed, is incorporated into these Terms.
13. Beta features
Beta Features are provided for evaluation "AS IS", may be changed or discontinued at any time without notice, may enforce different limits, and are excluded from any support commitments and from the warranties in Section 14. Do not rely on Beta Features for production workloads. We may require separate terms for specific Beta Features.
14. Warranties and disclaimers
We warrant that we provide the Services using commercially reasonable skill and care. Except as expressly stated in these Terms, the Services and all Output are provided "AS IS" and "AS AVAILABLE," and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and any warranty that the Services will be uninterrupted, error-free, or that Output will be accurate or reliable. No advice or information obtained from us creates any warranty not expressly stated here. Your exclusive remedy for breach of the limited warranty above is re-performance of the affected Service or, if we cannot re-perform, a refund of the fees paid for the affected Service for the period of non-conformance.
15. Limitation of liability
To the maximum extent permitted by law: (a) neither party will be liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenues, goodwill, or data (except for a party's breach of Section 11 or your payment obligations); and (b) each party's total aggregate liability arising out of or relating to these Terms will not exceed the greater of (i) the amounts you paid us for the Services in the twelve (12) months preceding the event giving rise to liability and (ii) one hundred U.S. dollars (US $100). These limits do not apply to liability that cannot be limited by law, to your indemnification obligations, or to your infringement or misappropriation of our IP.
16. Indemnification
- By you. You will defend and indemnify Noveum against third-party claims arising from Customer Content, your end users, your violation of law (including privacy, recording, and telemarketing laws), or your breach of Sections 5, 7, or 8.
- By us. We will defend and indemnify you against third-party claims that the Services, as provided by us and used in accordance with these Terms, infringe a third party's U.S. patent, copyright, or trademark, or misappropriate its trade secrets — excluding claims arising from Customer Content, Third-Party Services, combinations with items not provided by us, or use after we notified you to stop. If the Services are enjoined, we may procure the right to continue, modify them to be non-infringing, or terminate the affected Service and refund prepaid unused fees. This section states our entire liability for IP infringement.
- Process. The indemnified party must give prompt notice, reasonable cooperation, and sole control of the defense and settlement to the indemnifying party (no settlement imposing obligations on the indemnified party without its consent).
17. Term, suspension, and termination
These Terms apply while you use the Services. Either party may terminate for material breach not cured within thirty (30) days of written notice, or immediately if the other party becomes insolvent. You may stop using the Services and delete your account at any time; fees already paid are non-refundable except as stated in Section 16 or required by law. Upon termination, your access ends; for thirty (30) days after termination of a paid subscription you may export Customer Content using the Services' export features or by written request, after which we will delete Customer Content as described in the Privacy Policy. Sections that by their nature should survive (including 10, 11, and 14–19) survive termination.
18. Governing law and disputes
These Terms are governed by the laws of the State of Delaware, USA, excluding its conflict-of-laws rules and the U.N. Convention on Contracts for the International Sale of Goods. The state and federal courts located in Delaware have exclusive jurisdiction over any dispute arising out of these Terms, and each party consents to personal jurisdiction and venue there. Each party waives its right to a jury trial to the fullest extent permitted by law. Nothing in this section prevents either party from seeking injunctive relief in any court of competent jurisdiction.
19. General
- Changes to these Terms. We may update these Terms. For material changes we will give at least fourteen (14) days' notice by email or in-product notice; changes apply on the stated effective date, and your continued use after that date constitutes acceptance. If you do not agree, stop using the Services before the effective date.
- Notices. We may send notices to your account email. Legal notices to us go to support@noveum.ai with a copy by mail to MagicAPI Inc, 548 Market St PMB 49761, San Francisco, CA 94104-5401, USA.
- Export and sanctions. You may not use the Services in violation of U.S. export controls or sanctions, and you represent you are not located in an embargoed country or on a restricted-party list.
- Assignment. You may not assign these Terms without our consent, except to an affiliate or successor in a merger or sale of substantially all assets, with notice. We may assign these Terms to an affiliate or successor.
- Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.
- Publicity. With your prior consent, we may identify you as a customer; you can withdraw consent anytime.
- Entire agreement; severability; waiver. These Terms (with the Privacy Policy and any executed DPA/BAA/order form) are the entire agreement regarding the Services and supersede prior discussions. If a provision is unenforceable, the rest remains in effect. Failure to enforce a provision is not a waiver.
20. Contact
MagicAPI Inc (DBA Noveum.ai) 548 Market St PMB 49761 San Francisco, CA 94104-5401, USA Phone: +1 (415) 792-0933 support@noveum.ai
