AllyNext Terms of Service

Welcome to the AllyNext website, software, applications, and related services (collectively, "AllyNext" or the "Service").

Before accessing, downloading, installing, registering for, logging in to, configuring, calling, connecting third-party services to, clicking "Agree" to, or otherwise using the Service, please read and understand this AllyNext Terms of Service (the "Terms"), especially the provisions on exclusions or limits of our liability, your responsibilities, risk allocation, liability limits, indemnification, termination, and dispute resolution. If you do not agree to all or any part of these Terms, stop accessing or using the Service immediately.

By accessing, downloading, installing, registering for, logging in to, or otherwise using the Service, you confirm that you have read, understood, and agreed to these Terms. If you accept these Terms for an entity, you represent that you have authority to bind that entity; otherwise, you are personally responsible for the consequences.

1.1 "AllyNext" or the "Service" means the AI e-commerce assistant client software and related services developed and operated by Catalina USA Co., Ltd., a company registered in the State of California, United States. Users may download, install, and run it locally through the official website. AllyNext provides AI conversations, Agent task execution, file generation and editing, data analysis, cloud storage, knowledge-base and Skill management, multimodal interaction, scheduled tasks, webpage generation, browser automation, third-party integrations, and local file processing. Actual features depend on the product provided.

1.2 "User" or "you" means any individual, company, organization, or authorized representative that accesses, downloads, installs, registers for, logs in to, configures, purchases, manages, or uses the Service.

1.3 "Input" means any information, data, text, image, audio, video, code, script, command, account information, key, file, database content, webpage content, system information, or other material that you provide, upload, sync, paste, send, authorize us to access, import, or otherwise submit to the Service.

1.4 "Output" means any text, code, command, script, file change, system operation, webpage interaction, message, workflow, API request, automation result, or other content generated, suggested, displayed, returned, executed, transmitted, called, or facilitated by the Service based on Input or task instructions.

1.5 "User Content" means Input and Output together.

1.6 "Third-Party Services" means any model, API, plugin, Skill, website, application, software, platform, payment service, cloud service, communications service, browser, operating system, database, device, identity service, or other product or service provided by a third party, including e-commerce marketplaces and advertising platforms.

1.7 "Platform Data" means data we access from a Third-Party Service on your authorization, including marketplace store data and advertising platform data.

1.8 "Account" means the user credentials registered, obtained, or linked to access or use the Service.

2.1 These Terms are the complete agreement between you and us concerning your use of the Service.

2.2 These Terms, the Privacy Policy, and subscription rules, billing rules, product descriptions, documentation, security guides, acceptable-use policies, product notices, order terms, enterprise agreements, and other supplemental rules we publish together form the Service rules. If they conflict, the document expressly designated as controlling for the specific matter prevails.

2.3 We may update these Terms and related rules at any time because of law, regulatory requirements, business or product changes, risk controls, security governance, technical updates, or commercial arrangements. We may notify you through in-product notices, email, console notices, the website, or other reasonable means. Unless stated otherwise, an update takes effect when published or notified.

2.4 If you continue using the Service after an update, you accept the revised Terms. If you disagree, stop using the Service immediately. We are not required to provide separate compensation for a change to these Terms.

3.1 The Service is provided by Catalina USA Co., Ltd., a company registered in the State of California, United States, with its registered address at 3154 Glendale Blvd Suite 1035, Los Angeles, CA 90039, United States.

3.2 As long as you comply with these Terms, we grant you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to use the Service within its authorized scope.

3.3 Except for the rights expressly granted here, all intellectual property and related rights in the Service, its improvements, and derivative rights belong to us or the relevant rights holders. All rights not expressly granted are reserved.

3.4 You may not:

• sell, rent, lend, transfer, distribute, or sublicense the Service;
• copy, modify, adapt, translate, reverse engineer, decompile, disassemble, or attempt to obtain source code, model parameters, prompt strategies, system architecture, interface logic, or security mechanisms;
• bypass, disrupt, test, probe, evade, or weaken access controls, rate limits, security protections, content filters, usage limits, or billing mechanisms;
• use the Service to develop, train, optimize, distill, enhance, or validate a competing product, model, service, or dataset;
• conduct or disclose a benchmark, stress test, public evaluation, or test result without our prior written consent; or
• remove, conceal, or alter copyright, trademark, patent, disclaimer, or other rights notices in the Service or its Outputs.

4.1 The Service is an artificial-intelligence agent and automation tool that integrates one or more AI models. Based on your Input, environment, permissions, third-party page structure, plugins, or external signals, it may generate commands, scripts, text, file operations, webpage operations, or other results.

4.2 You understand and agree that the Service may access local devices, file systems, browser sessions, network resources, third-party accounts, APIs, databases, cloud resources, or other environment resources. Any access, reading, writing, deletion, movement, upload, download, sync, sending, publishing, or other operation that you enable, authorize, confirm, configure, or fail to stop in time is treated as initiated or permitted by you. You bear all related risks, legal consequences, and responsibilities.

4.3 AI and agent automation have inherent limits and uncertainty, including misunderstood instructions, hallucinations, faulty reasoning, repeated execution, excess costs, inaccurate or incomplete Outputs, bias, environment-dependent results, and accidental deletion, modification, overwrite, sending, or irreversible loss of files.

4.4 You must maintain appropriate safeguards, including isolation, least-privilege controls, human review, confirmation for high-risk actions, spending limits, and backups. We strongly recommend using a virtual machine, sandbox, or other relatively isolated environment and avoiding direct connection to critical data, disks, or production systems.

4.5 The Service provides AI-assisted technical services only. Actions performed from your instructions are an extension of your own actions. Security features, confirmations, warnings, permission suggestions, risk controls, and limits are assistive only and are not guarantees.

4.6 The Service is not a substitute for independent judgment or professional advice in matters that may materially affect a person, including credit, education, employment, housing, insurance, legal rights, healthcare, or other major decisions. Consult a qualified professional before using Outputs in these contexts.

4.7 Any Output containing promises, compensation, guarantees, settlements, apologies, refunds, returns, or similar wording is generated language only and is not a statement of our actual intent or legally binding on us.

5.1 You may need to register an Account or link an email address, phone number, business identity, third-party account, or other credential. You must provide information that is true, accurate, complete, and kept current.

5.2 You are fully responsible for protecting your Account, password, keys, access tokens, API Keys, OAuth tokens, verification codes, single sign-on credentials, and other authentication information. We are not responsible for disclosure, theft, misuse, excess charges, data exposure, unauthorized access, or other loss caused by poor protection, improper sharing or authorization, configuration errors, environmental exposure, malware, social engineering, or third parties.

5.3 Unless we agree in writing, your Account is for you or your lawfully authorized internal personnel only. You may not lend, rent, sell, transfer, or otherwise allow an unauthorized third party to use it.

5.4 For security, compliance, risk control, billing, abnormal activity, abuse, complaints, suspected violations, or other reasonable reasons, we may verify identity, limit features, suspend access, freeze, close, refuse service, or take other action on your Account.

6.1 The Service is paid. Billing models, benefits, and prices are determined by the current information on official channels and the applicable standard at the time of purchase.

6.2 Service use and benefits are measured by packages and/or credits. Acquisition, consumption, balance, and settlement are based on system records shown in the product. Benefits and credits have an expiration period; unused amounts expire automatically and cannot be extended, refunded, or exchanged.

6.3 If you fail to pay as agreed or lack sufficient credits, we may stop providing the Service and reserve the right to pursue the unpaid amount.

6.4 Discounts, bonus credits, and similar offers are subject to their applicable rules. Previously purchased price differences are not refundable.

6.5 You must renew on time. After changes to the product system, names, prices, or service content, the parties perform under the then-current standard.

6.6 Unless we expressly promise otherwise in writing or applicable law requires otherwise, fees are generally non-refundable once paid.

6.7 You must provide and maintain the devices, operating system, network, security, and other conditions needed to use the Service and bear the related costs.

7.1 You are solely responsible for your Input and all use of the Service. You represent and warrant that:

• you have lawful rights to the Input or sufficient, necessary, and valid authorization;
• submitting, importing, processing, sharing, or authorizing access to data, files, systems, accounts, personal information, trade secrets, or other content does not violate law, contract, confidentiality duties, or third-party rights;
• for personal information, sensitive personal information, protected health information, financial information, children's data, biometric information, confidential information, export-controlled information, or other regulated data, you have completed all required notices, consents, authorizations, assessments, filings, and compliance measures; and
• you maintain a complete backup system for your data.

7.2 To provide, maintain, secure, troubleshoot, execute instructions, generate Outputs, bill, audit, handle complaints, detect abuse, and manage compliance, you grant us, our affiliates, contractors, subcontractors, and infrastructure providers a worldwide, non-exclusive, sublicensable license to process Input, Output, and related usage data in accordance with the Privacy Policy and applicable law.

7.3 You must back up important data. We have no duty to restore data or compensate you for deletion, alteration, damage, overwrite, irrecoverability, mistaken transmission, disclosure, or loss of Input, configurations, logs, session records, automation scripts, task results, or other data.

7.4 You must independently and promptly review, verify, and judge all Outputs and execution results, especially actions involving files, system settings, code execution, external communications, payments, orders, account login, identity submissions, contract signing, legal, medical, tax, security, or production operations.

7.5 We do not guarantee that Outputs or execution results are accurate, true, complete, reliable, current, error-free, fit for your purpose, or suitable as professional advice.

8.1 The Service integrates one or more AI models and may allow you to connect, call, install, enable, or use third-party models, plugins, Skills, browser extensions, scripts, APIs, websites, or other Third-Party Services.

8.2 For Third-Party Services, we provide technical compatibility, connection capability, or an access point only. Unless we expressly state otherwise in writing, we are not their provider, agent, guarantor, or joint responsible party.

8.3 You must review and follow each Third-Party Service's terms, privacy policy, license, fees, platform rules, and security requirements. You bear all loss, claims, disputes, and liability arising from them.

8.4 Third-party plugins or Skills may contain malicious code, hidden instructions, backdoors, credential theft, unauthorized access, remote control, prompt injection, extortion, or other risks. You must conduct your own code review, security testing, source verification, permission review, and risk assessment.

8.5 You are responsible for the lawful source, confidentiality, rotation, permission controls, cost management, and compliant use of third-party model API Keys, credentials, access tokens, database connections, Webhooks, private deployments, and other resources you configure.

9.1 You may not use the Service to create, copy, or publish content prohibited by applicable law, including content that threatens national security, promotes terrorism or extremism, incites hatred or discrimination, spreads rumors, is obscene or pornographic, promotes gambling or violence, defames or insults others, invades privacy, or violates other lawful rights.

9.2 You may not use the Service for illegal, infringing, fraudulent, harassing, abusive, destructive, misleading, or otherwise improper activity, including:

• unauthorized access, control, scanning, penetration, interference, scraping, monitoring, copying, modification, deletion, or destruction of third-party systems, sites, applications, accounts, data, or devices;
• bypassing CAPTCHAs, access limits, authentication, payment systems, anti-crawling measures, rate limits, or other technical protections;
• mass registration, login, scraping, ordering, voting, posting, traffic manipulation, fake orders, or fake likes;
• sending spam, phishing, malicious marketing, harassment, false information, or impersonation;
• processing, collecting, transmitting, or disclosing personal information, sensitive data, trade secrets, or confidential information without authority;
• generating, distributing, or executing malware, trojans, ransomware, spyware, or other harmful programs;
• using the Service in high-risk situations that may cause injury, major property loss, environmental damage, or critical business interruption without sufficient human oversight, redundancy, professional controls, and legal permission;
• infringing intellectual property, personality, privacy, reputation, data, or other lawful rights; or
• submitting prompt-injection inputs or otherwise evading or disrupting the Service's controls and limits.

10.1 We process personal data under applicable data-protection laws and our Privacy Policy, which forms an important part of these Terms.

10.2 If you use the Service as a controller, business customer, administrator, employer, service provider, or other data-responsible party, you must provide data subjects with appropriate notice and obtain required consent.

10.3 Cloud data involved in the Service may be stored and processed in the United States, the People's Republic of China, and other jurisdictions where we or our processors operate.

10.4 To protect the Service, users, third parties, and the public interest, we may monitor, review, record, analyze, filter, intercept, limit, or report usage, metadata, logs, abnormal requests, risk events, and security signals by automated or manual means. We may suspend tasks, block requests, disable plugins, limit permissions, require verification, revoke keys, or suspend or terminate the Service in response.

10.5 The Internet, cloud services, open-source components, browser automation, large language models, and third-party ecosystems carry inherent risks. To the maximum extent permitted by law, we do not guarantee that the Service or data is absolutely secure, continuously available, vulnerability-free, uninterrupted, or attack-free.

10.6 Data deletion. You may request deletion of your personal data at any time through the in-product account-deletion flow, or by emailing support@allynext.ai. Full instructions are published at http://wwwonline.allynext.com/data-deletion.

10.7 No model training. We do not use customer data, including data retrieved from connected platforms, to train AI models.

11.1 All intellectual property in the Service's software, code, interface, documentation, design, trademarks, logos, workflow templates, functional architecture, technical implementation, and related content belongs to us or the relevant rights holders.

11.2 Between you and us, except where mandatory law or a written agreement provides otherwise, you retain rights you lawfully hold in your Input.

11.3 To the extent permitted by law, we do not claim that your use of the Service automatically gives us rights you may have in Output. Output may be identical or similar to other users' content, may not qualify for protection, may contain third-party rights, or may create an infringement dispute. You assess and bear the risks of use.

11.4 To the extent permitted by law and consistent with the Privacy Policy, you grant us a worldwide, non-exclusive, royalty-free, sublicensable license to use, copy, process, modify, analyze, store, display, and create derivative materials from Input, Output, and usage data.

11.5 If you believe content on the Service infringes your intellectual property or other rights, send us written notice through the contact information in Section 19.

12.1 The Service is provided on an "as is," "as available," and "with all faults" basis. To the maximum extent permitted by law, we make no express, implied, statutory, or other warranty or representation, including merchantability, fitness for a particular purpose, non-infringement, stability, continuity, accuracy, security, compatibility, error-free operation, uninterrupted operation, virus-free operation, reliable results, or satisfaction of your requirements.

12.2 We do not guarantee that the Service will always be available or free from interruption, delay, failure, or error; identify, block, or prevent every malicious prompt, plugin, instruction, unauthorized request, or security event; remain compatible, stable, lawful, or accessible with Third-Party Services; or be suitable for production, critical, or unattended use.

12.3 The Service is especially unsuitable for sensitive, critical, or irreversible use without sufficient human oversight, isolation, permission controls, logging, audit, and emergency rollback.

13.1 To the maximum extent permitted by law, our total cumulative liability for any loss arising from or related to these Terms, the Service, Output, execution results, Third-Party Services, data processing, security events, or your use or inability to use the Service will not exceed the total fees you actually paid us for the relevant Service during the twelve (12) months before the event giving rise to the claim.

13.2 To the maximum extent permitted by law, we are not liable for indirect, incidental, special, punitive, exemplary, or consequential loss, including lost profits, revenue, data, goodwill, business interruption, replacement costs, opportunities, expected savings, reputation, third-party claims, or other economic loss.

13.3 If applicable law does not allow certain liability to be excluded or limited, our liability is limited to the maximum extent allowed by law.

14.1 If we discover or receive a report that you violate these Terms, we may delete or block relevant content without notice, limit, suspend, or terminate your Account or access, and pursue legal responsibility.

14.2 If your uploads, messages, use of the Service, breach of these Terms, or infringement of another person's rights causes a third party to make a claim against us or our affiliates, or causes us or our affiliates loss, you agree to fully indemnify us, including reasonable attorneys' fees.

14.3 For a violation, we may warn you, limit features, suspend use, ban the Account, or close the Account based on the circumstances.

15.1 We may update, modify, limit, suspend, discontinue, remove, or terminate the Service or any feature, module, interface, model, plugin ecosystem, free allowance, subscription plan, or support scope at any time, except where mandatory law provides otherwise.

15.2 We may immediately limit, suspend, or terminate access or use because of a breach, security risk, abuse, fraud, infringement, unlawful conduct, complaint or dispute, late payment, Third-Party Service interruption, regulatory requirement, business adjustment, technical migration, product retirement, force majeure, or other necessary circumstance.

15.3 After termination, we may delete, anonymize, retain, or continue processing relevant data as provided by the Privacy Policy, applicable law, and our retention policies. Unless law requires otherwise, we have no duty to restore, export, or retain data for you.

15.4 When these Terms terminate or expire, Sections 7, 11–15, 17, and 18 remain effective.

16.1 We may send Service notices by email, in-product message, console notice, website announcement, text message, or other reasonable means. A notice is deemed delivered when sent or published.

16.2 You must keep your contact information accurate, valid, and current. You bear the consequences of failing to update it or check notices in time.

16.3 Notices, requests, and communications you send to us under these Terms must be in writing through our designated channel and are deemed received only when we actually receive them.

17.1 The formation, validity, interpretation, performance, breach, termination, and dispute resolution of these Terms are governed by the laws of the State of California, United States, excluding its conflict-of-law rules.

17.2 Any dispute arising from or related to these Terms or the Service should first be resolved through good-faith consultation. If consultation fails, either party may bring an action in the state or federal courts located in Los Angeles County, California, and each party consents to the exclusive jurisdiction and venue of those courts.

18.1 If any provision is held invalid, unlawful, or unenforceable, the remaining provisions remain valid and enforceable. The provision will be interpreted and enforced as close to its original intent as law permits.

18.2 Our failure or delay in exercising a right under these Terms does not waive that right.

18.3 Without our prior written consent, you may not assign any right or obligation under these Terms. We may transfer all or part of our rights and obligations to an affiliate, successor, acquirer, or business transferee.

18.4 Headings are for convenience only and do not affect interpretation.

18.5 These Terms, the Privacy Policy, and other agreements, terms, policies, guides, and documents incorporated by reference or provided by us form the complete agreement between you and us regarding your use of the Service.

18.6 You must keep non-public information about the Service confidential and use it only to perform your obligations under these Terms.

For questions, complaints, notices, or suggestions about these Terms or the Service, contact us through the following channels:

• Email: support@allynext.ai
• Postal address: Catalina USA Co., Ltd., 3154 Glendale Blvd Suite 1035, Los Angeles, CA 90039, United States
• Telephone: +1 808 452 9950