Terms and Conditions for agentOS software, APP's and API connections
AgentOS will provide you with use of the software as a service, including a browser interface and data encryption, transmission, access and storage of data, agentOS App and API connections. Your registration for, or login in, or use or payment of invoice, the software as a service shall be deemed to be your acceptance to abide by this Agreement (Terms and Conditions) including any materials available on the agentOS website.
AgentOS ‘GDPR and Privacy Policy forms part of these terms which can be found here.
“Agreement” means these Terms and Conditions.
“You” or “Client” means you, the person who signed the proposal agreeing to these terms as a estate and letting agent sole trader or a representative of a limited company or partnership. In addition means the person or estate and letting agent sole trader or a representative of a limited company or partnership who paid the last agentOS invoice.
“Service” means the software https://login.agentos.com
”AgentOS Software” means the software accessed via https://login.agentos.com and the APPs
“Concurrent Users” means the number of simultaneous users accessing the service.
“API Service” means the API service supplied via https://live-api.letmc.com/
“Outsource” & “agentPay” means the activities outsourced from you to agentOS and agentPay.
“Subscription” refers to the type of monthly subscription that is limited to use by a single branch and defined numbers of users.
“User” means a staff login account on https://login.agentos.com
“AgentOS” refers to the business AgentOS (previously branded as LetMC & LetMC.com) owned by agentOS Proptech Group Ltd.
“AgentPay” refers to the business AgentOS owned by agentOS Proptech Group Ltd.
“AgentOS Client Account” refers to the business AgentOS owned by agentOS Proptech Group Ltd.
“AgentWatch” refers to the business AgentOS owned by agentOS Proptech Group Ltd.
“AI Email” refers to the use of Amazon Claude AI chatbot for reading, summarizing, and drafting recommended replies to emails within the agentOS software.
“API Service” refers to the API (Application Programming Interface) service supplied via https://live-api.letmc.com/
“Monday to Friday” excludes all national holidays and the period between Christmas day and New Year’s day.
"Payagent" & "Payment App" refers to the payment app for sending requests and receiving payments by open banking or card transactions.
Minimum Terms
1.1 The Minimum Term is 24 Months.
1.2 The earliest the contract can be ended is 3 months from the expiry of the 24 month term, including automatic 24 month extensions as set out in term 1.7.
1.3 3 months notice must be received in writing on company headed paper and acknowledged by a cancellation letter from AgentOS to end the contract. Upon giving the notice to end a contract the final 3 months of the subscription charges will become due in full.
1.4 In the event of giving three months notice, if an extension is required after the contract end date, only 1 calendar month extension will be permitted upon request.
1.5 In the event of requiring full access after giving 3 months notice period and permitted 1 month extension, a new 12 month full subscription will apply. This is due to AgentOS purchasing Amazon AWS services upfront per annum based on number of companies and users, which contributes to AgentOS keeping subscription charge lower.
1.6 Failure to confirm cancellation will result in a continuation of the monthly licence fee.
1.7 AgentOS will automatically continue a new 24-month contract after the initial minimum 24-month term and will not seek a resigning of a contract. You, not agentOS, are responsible for ending the contract as of conditions set out in term 1.2 and 1.3.
Payment Terms
2.1 The agentOS software subscription fee is monthly in advance and payment by Direct Debit.
2.2 The agentOS software will not be activated until a Direct Debit mandate is completed and signed by you.
2.3 The agentOS pay as you go services such as land registry and AML checks are monthly in arrears and payment must be by Direct Debit.
Trial Periods
3.1 Access to the agentOS software trial accounts are for 14 working days and can be extended upon request.
Telephone Support Availability and Cost
4.1 Available from Monday to Friday 9:00am to 5:00pm.
4.2 Telephone support is included in the monthly subscription fee and limited to the number of active users.
Live Chat, Video Chat and Email Support Availability and Cost
5.1 Monday to Friday 9:00am to 5:00pm. Live chat, video calls and email support is included in the monthly licence fee.
Training
6.1 Training can take place, subject to availability and agreed costs (if applicable)
- in person at agentOS Cardiff office between Monday to Friday 10:00am to 4:00pm
- In person at your office between Monday to Friday 10:00am to 3:00pm
- online via google meeting
6.2 Charge training is payable in advance.
6.3 AgentOS require 3 days notice to cancel training, failure to notify will result in no refund being issued.
6.4 Additional training days will be charged at the agreed daily rate.
agentPay and agentPay Service
7.1 Full terms and conditions can be found here
Documentations, Tenancy Agreements & Brochures
8.1 You, not AgentOS, are responsible for, and monitoring of the accuracy and legal compliance of all paperwork generated by the software.
8.2 Your agentOS subscription included with the initial setup the building of tenancy agreements and brochures.
8.3 Any ongoing amendments to tenancy agreements and brochures can be created or amended by you, or if you require one of our developers to build new tenancy agreements or brochures this will cost £35 + vat administration fee per document. Additional or extensive changes can incur additional fees depending on the time required to implement these changes.
8.4 Any ongoing amendments to letters can be created or amended you, or if you require one of our developers to build one this will cost £15 + vat administration fee but may incur extra charges depending on the time required to build the document.
8.5 If you choose to not edit your own Microsoft Document templates, amendments or modifications to Clients documentation need to be submitted electronically in Microsoft Word format with all amendments clearly marked. AgentOS aims to complete all requests within 10 working days, subject to demand.
Subscription Fee
9.1 AgentOS grants you a non-exclusive, non-transferable, worldwide right to use the software as a service, solely for your own internal business purposes, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by agentOS.
9.2 The subscription fee starts on the day agentOS issue your logins by email or one calendar month from the signing of your contract, whichever is the sooner.
9.3 Request for additional users above the agreed limited set of the subscription will be charged at a set monthly rate per user.
9.4 You, not agentOS are responsible for managing and deactivating user logins and agentOS will not issue user subscription refunds.
9.5 AgentOS reserves the right to amend the subscription fee, to which we will give you a minimum of 2 months notice. The notice will be provided by a generic news letter email and an email to the billing contact. There will be no more than one amendment per 12 month period to the standard subscription fee. This 12 month minimum period excludes any increases in users fee and pay as you go items.
Subscription Upgrade
10.1 AgentOS will automatically monitor your user limits.
10.2 If you are one the Starter subscription, when you activate the fourth (4) user agentOS will automatically upgrade you the the Professional subscription. AgentOS will bill you the cost of the corresponding Subscription from that point in time onwards.
10.3 If your user numbers reduce, the Professional Subscription will not be automatically downgraded.
10.4 There is no downgrade option once you upgrade to the standard level subscription.
Restrictions
11.1 You may not access the Service if you are a direct competitor of AgentOS, except with AgentOS prior written consent.
Your Responsibilities
12.1 You are responsible for all activity occurring under your User accounts (logins).
12.2 You shall notify AgentOS immediately of any unauthorized use of any password or accounts or any other known or suspected breach of security or data protection within 24 hours as set out by your obligations under GDPR.
12.3 You may not allow any third parties access to AgentOS.
12.4 AgentOS will from time to time upgrade and modify, the software, websites, SOAP services and API service. As a subscriber to the service, you must accept the upgrade or modification. You are responsible for monitoring upgrade release notes and technical specifications and assess the impact these changes have on your business and websites. agentOS is not responsible for the cost of implementing changes due to the impact of the upgrade or modification.
12.5 agentOS cannot be held responsible for any losses due to bugs or errors in the software. You are responsible for checking any transactions that take place within the software and to make sure that bank account payments are correct.
12.6 You, not agentOS, are responsible for ensuring the client accounting information reconciles to your client account bank account.
12.7 AgentOS reserve the right to limit, suspend or discontinue aspects of the software, websites, SOAP services, API service or any other services provided. We will give reasonable notice of the limiting, suspension or discontinuing, and AgentOS cannot be held responsible or liable for any loss or damage suffered by you, whether direct, indirect or consequential.
12.8 You, not AgentOS, are responsible for ensuring tenants deposits are correctly and accurately registered with the assigned deposit scheme. AgentOS cannot be held responsible for any losses, fines or convictions due to the exports or uploads to a deposit scheme. You are responsible for checking any transactions that take place within the software are correctly registered with the deposit scheme provider.
12.9 You, not agentOS, are responsible for ensuring you have permission and license to use ARLA and PropertyMark legal notices, tenancy agreements and standard letters. agentOS cannot be held responsible for any losses, fines or convictions due to unauthorised use of ARLA and PropertyMark legal notices, tenancy agreements or standard letters.
12.10 agentPay is acting as an agent of Truelayer, who is providing the regulated account information service (open banking connection), and who is authorised by the FCA as an authorised payment institution (reference number: 793171)
12.11 You shall indemnify and keep indemnified TrueLayer (open banking software supplier) from and against any and all losses, liabilities, costs (including legal costs and VAT), charges, expenses, actions, procedures, claims, demands and damages (including the amount of damages awarded by a court of competent jurisdiction) suffered and/or incurred by TrueLayer Account Information Services and Payment Initiation Service.
12.12 You, not agentOS, are responsible for checking that all bank statement entries imported by open banking and are correct. AgentOS can not be held responsible for your Bank changing business day cut off time, presenting duplicate transactions, presenting ghost transactions and presenting pending transaction as a cleared transaction.
12.13 You, not agentOS, are responsible for checking open banking payments and ensuring another user is not making the payment at the same time causing the possibility of making the same payment twice.
12.14 AgentOS Proptech Group Ltd is registered as a PSD agent with the Financial Services Register, reference number 850923
Text Messaging and SMS service
13.1 AgentOS provide as standard a Pay As You Go send only text message service which is part of the automated marketing function, you are responsible for switching this off per record.
13.2 If an SMS account is assigned a send and receive SMS virtual number if there is no activity for 28 consecutive days the service will be automatically deactivated. To reactivate the SMS service please contact AgentOS in writing.
13.3 You will be responsible for the volume, use, cost and content of each SMS message sent. SMS are charged by a 160 character limit per message (a charge structure set by Esendex, the SMS provider). A message sent that is over 160 characters, is subject to additional SMS charge per additional 160 character blocks.
Data
14.1 You, not AgentOS, shall have sole intellectual property ownership or right to use of your Customer Data that you have entered, and are responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of that data.
14.2 AgentOS is not responsible or liable for the accuracy, deletion, correction, destruction, damage, loss or failure to store any Customer Data. You are responsible to register and comply with all Customer Data regulations, including General Data Protection Regulations (GDPR).
14.3 In the event this Agreement is terminated (other than by reason of a breach of this agreement), you will have access to the standard reports generated on AgentOS that can be exported into Microsoft Excel data files for the notice period of your termination. AgentOS does provide a data hosting subscription which can be provided upon request prior to the notice period ending.
14.4 In the event this Agreement is terminated (other than by reason of a breach of this agreement), AgentOS are unable to provide a Microsoft Excel data file of your customer’s bank details. This is due to the security risk of the software generating a single file with banking information that could be misused. You would be required to enter those detail manually into any follow-on software system.
14.5 In the event this Agreement is terminated (other than by reason of a breach of this agreement), AgentOS are unable to provide a mass export of stored documents or images. You would be required to individually download the documents or downgrade to our data hosting subscription.
14.6 Recorded identification numbers and financial transaction numbers automatically generated by AgentOS Software is AgentOS generated data and are not available for reporting or exporting.
14.7 After giving significant notice of not more than 90 days, agentOS reserves the right to withhold, remove and/or discard Customer Data without notice for any breach, including, your non-payment.
14.8 If you terminate your service and do not continue with data hosting subscription, agentOS will delete your data 90 days after the confirmed termination and/or switch off date to comply with GDPR legislation.
14.9 AgentOS reserves to right to create statistical analysis data on your and other clients data for marketing purposes. AgentOS will only reference the data agentOS has created such as trend, average values etc and never specifically reference your data.
14.10 In the event of a data breach by the client, not agentOS, you are responsible for notifying your customers of the data breach.
14.11 agentOS is not responsible for completing GDPR forms, surveys or questionnaires. agentOS have provides all GDPR information in the ‘GDPR and Privacy Policy’ statement that is on the agentOS website.
14.12 In the event of your customer making a request for a copy of the data you hold on them (data portability) beyond what is available on the GDPR portal. agentOS charge a software query GDPR fee per request, as Amazon AWS charges for additional database queries and export which is beyond the normal software subscription service. This fee is currently £9.99 + vat.
14.13 Data hosting subscription is a minimum 24 month contract from the day after the software subscription ends. Three months notice is required to end data hosting subscription after the initial 24 month data hosting subscription period.
Invoicing and Renewal
15.1 agentOS charges and collects in advance for use of the Service by direct debit.
15.2 agentOS will automatically renew your subscription and invoice you each month.
15.3 agentOS fees are exclusive of VAT. VAT will be charged at the appropriate rate. If you believe your invoice is incorrect, you must contact agentOS in writing within 30 days of the invoice date.
15.4 Any subscriptions not paid by direct debit will be subject to a ‘non direct debit payment admin fee’ of £10 pcm.
Late Payment, Suspension, Client Acquisition, Client Administration and Termination
16.1 In the event of a payment not being received or a Direct Debit payment not being process or is cancelled, agentOS will contact you to check there has been not technical error and take a manual payment.
16.2 AgentOS reserves the right to suspend your access to the Service and Outsource with immediate effect if there is no contact or payment is not made 3 business days after payment was due which is normally the 3rd of the month.
16.3 Once late payment has cleared or proof of payment has been received, service will be reinstated immediately.
16.4 In the event of 2 months outstanding invoices for the agentOS services, then agentOS will withdraw the option of monthly payments and the remaining terms monthly fees will be due immeaditalty.
16.5 All set up and training fees must be paid for before login details will be sent and training sessions can be booked.
16.6 If you are part of a franchise network, and your franchisor has negotiated and agreed to an agreement with AgentOS on service levels and/or pricing, AgentOS will inform your franchisor if a AgentOS invoice is not paid, Direct Debit fails or funds recalled.
16.7 Payments not paid by Direct Debit will be subject to a 10% administration and cover banking expenses fee.
16.8 In the event of non payment of invoice, it is agentOS policy to not write the debt off. In the event of an agentOS client or past client buying another agent using agentOS, on notification of ownership change either directly or by trade press agentOS will transfer the outstanding invoice to the acquired billing account. Subject to terms 16.2 agentOS will immediately suspend access to the service of the acquired agent.
16.9 In the event of notification of administration proceedings of an agentOS client either directly, by trade press or official published notification, agentOS will suspend the service with immediate effect and the remaining subscription fee will be due immediately.
Internet Delays
17.1 AgentOS SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS.
17.2 AgentOS IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
Modification of Terms
18.1 AgentOS reserves the right to modify the terms and conditions of this Agreement or its policies relating to the Service at any time, effective upon posting of an updated version of this Agreement on the Service.
18.2 You are responsible for regularly reviewing this Agreement.
18.3 Your continued use of the Service will be deemed acceptance of these terms and conditions and any amendments made to them from time to time.
18.4 From time to time AgentOS may offer you access to new services (such as Outsource and Referencing services). You will be notified of additional terms relating to such new services and any use by you of the new service shall be deemed acceptance by you of such additional terms.
Property Portal and Website Uploads
19.1 AgentOS can provide Rightmove Real Time Feed, overnight FTP uploads or API (subject to portal provider coding to the API) portal feeds, and an API or FTP upload (Rightmove V2 BLM) to your website provider.
19.2 You, and not AgentOS, are responsible for checking daily that the data has been received by the website and property portal upload. AgentOS cannot be held responsible for the effects of data not being uploaded.
19.3 With each paying branch subscription, 4 property uploads. The uploads include Rightmove Real Time Feed (Rightmove only), Advertised Properties API Tier and overnight BLM portal upload. Any additional uploads or APIs that are required are subject to a £10 pcm property upload subscription to cover live and overnight server and data transmission costs charged by Amazon AWS service.
Third Party Cross Selling Applications and Documentation
20.1 AgentOS can provide you facilities for sending data to, and documentation for placing orders for third-party services. AgentOS cannot be held responsible for the accuracy of information, seeking permission from the Client to pass to third parties their personal data, or damages or compensation.
Marketing
21.1 From time to time AgentOS may use your company and logo for marketing purposes.
21.2 If you do not wish your logo to be used in AgentOS marketing, please email glyn@agentos.com.
21.3 AgentOS will not pass your information or logo onto third parties without your consent.
Websites
22.1 AgentOS charges a subscription fee for the website service.
22.2 The setup fee is payable in advance and the hosting fee will commence upon the template being created and content added and the website link emailed to the Client.
22.3 Any re-designs to the template will be charged at an additional template modification fee, text changes are inclusive of the monthly hosting fee. You, not AgentOS, are responsible for the content and accuracy of the website.
22.4 AgentOS will own the distribution rights to the graphics.
22.5 You will own the copy of the website.
22.6 Meeting AgentOS criteria, AgentOS may provide you with the ability to login and modify narrative and functionality settings for websites. If the ability to login is provided, you acknowledge that any changes to the website cannot be undone or recovered.
Business Continuity
23.1 AgentOS software application and websites are hosted on Amazon servers.
23.2 In the event of a total physical failure of the main cluster of servers, the data will be recovered from the previous night’s data back-up and reinstated.
Business Consultancy Service
24.1 AgentOS may provide a Business Analyst Consultancy service to assist the Client in structuring business processes to enhance business performance.
24.2 If the commencement date for the Consultancy Service is not agreed in advance, the Services will be treated as having commenced on the date the Consultant begins to carry out any of the Services.
24.3 The Client will ensure that the Consultant is provided in good time with all information needed to enable the Consultant to perform the Services and the Consultant will be entitled to rely on that information.
24.4 The Client will give all decisions and approvals in a timely manner and provide any additional assistance which the Consultant may reasonably request.
24.5 The Consultant will exercise reasonable skill, care and diligence in the performance of the Services in accordance with the standards of the Consultant’s profession.
24.6 The Consultant will also use reasonable endeavours to adhere to the programmes (if any) agreed with the Client for the provision of the Services, but will not be responsible for any delay which is due to reasons attributable to the Client or otherwise beyond the Consultant’s control.
24.7 Copyright in all drawings, reports, documents and computer-generated data prepared by the Consultant will remain the property of the Consultant. Subject to the Client paying all fees and expenses which are due, the Client will have a licence to copy and use those documents and data for any purpose related to the project for which the Services are provided, but not for any other purpose.
24.8 The Consultant will designate an individual to act as the principal representative of the Consultant in dealings with the Client concerning the Services. The Consultant reserves the right to change that individual but will not do so without good reason and will inform the Client of any such change.
24.9 The Consultant will have no other liability to the Client, whether in contract or in tort, for any loss or damage suffered by the Client, whether direct, indirect or consequential.
Governing Law and Jurisdiction
25.1 This Agreement will be governed by English and Welsh law and both parties agree to be bound by the exclusive jurisdiction of courts in England and Wales.
25.2 AgentOS will act only on written instructions of the data controller (you), as AgentOS is the data processor unless instructed to by law.
AgentOS Marketplace and Applications Store
26.1 By ordering marketplace items and apps via AgentOS.com Applications Store and / or https://login.agentOS.com and / or by email, you agree to these terms and conditions, no physical paperwork contract is created or signed.
26.2 A minimum term of 3 months applies for ‘paid for’ apps. Starting from the first day of the calendar month after activating the app or switching on the paid for application through AgentOS control panel.
26.3 Fees for the monthly apps will start on the first day of the calendar month, and AgentOS will collect the setup fee and monthly subscriptions by direct debit.
26.4 Fees for pay as you go items, including but not limited to credit checks, land registry, signable, whistl and SMS are payable by direct debit with your monthly subscription.
26.5 Marketplace data services is subject to limitation and delays due to connection changes beyond our control which would require a release cycle to re-establish the connection. Marketplace subscriptions would still apply unless the connection is unavailable for more than 15 consecutive days.
AgentOS API Service
27.1 You understand that if you agree to give a Third Party Company permission to access your data via the AgentOS API service https://live-api.letmc.com/, the agreement only gives permission of access and does not relate to the use of your data by Third Party Company.
27.2 You confirm that you understand and have checked in detail the agreement you have entered into with Third Party Company, and their use of your data.
27.3 You agree, AgentOS cannot be liable for the use of your data by Third Party Company.
27.4 You confirm you are responsible for the accuracy of your data and have the necessary statutory data permissions (GDPR).
27.5 AgentOS grants you a non-exclusive, non-transferable, worldwide right to use the API Service, solely for your own internal business purposes, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by AgentOS.
27.6 The Minimum Term for API subscription is 12 Months, followed by 12-month rolling subscription.
27.7 The agreement can be ended with a 3-month notice in writing or email prior to the 12 month anniversary, and upon receiving notice, the final 3 months of the subscription fee will be due in full.
27.8 API Subscription Fee is applied per API Call set and the number of active branches. Please contact the sales team for up to date pricing.
27.9 The API Subscription Fee starts on the day AgentOS issue you the API key. API Subscription Fees are exclusive of VAT, and VAT will be charged at the appropriate rate.
27.10 You will be automatically charged for additional API call sets and additional active branches.
27.11 AgentOS confirms that you can instruct AgentOS in writing to cancel the API Key at any time and that it can take up to 24hours to cancel on a business working day.
27.12 If you request a second API key to access a different AgentOS client data, you become a Third Party Company who requires access and AgentOS API Service Terms and Conditions will apply, including subscription tiers and pricing.
27.13 If your Third Party Company has received an API key for another AgentOS client then they automatically become a Third Party Supplier and AgentOS will revoke the API key until they have agreed to AgentOS Third Party Supplier API Agreement.
27.14 You or your Third Party Company will not under any circumstances publish the API key publicly or within any of their code that can be viewed publicly. You accept that if AgentOS discovers that the API key is published we will revoke the API key with immediate effect. This is to protect you from other parties taking your data and to ensure you meet your obligations under data protection legislation.
27.15 You and your Third Party Supplier must notify AgentOS immediately of any unauthorised use of the API Key or any other known or suspected breach of security. You, not AgentOS will be responsible to notify your clients of the security breach as detailed under the GDPR regulations.
27.16 You may not allow any competitors of AgentOS access to the API Service, any breach of this condition will result in a claim of intellectual property rights infringements and damages for loss of business from you.
27.17 AgentOS reserve the right to terminate the service with or without cause with immediate effect.
27.18 API Service Technical Support is only available from Monday to Friday 10:00am to 4:00pm, excluding bank holidays and planned closures. Please contact API@agentos.com and support requests will be subject to a maximum 48hrs response Monday to Friday.
27.19 AgentOS will from time to time upgrade, modify, limit and suspend the API Service. As a user of the API Service, you must accept the upgrade or modification. You are responsible for monitoring upgrade release notes and technical specifications and assessing the impact these changes have on your business.
27.20 AgentOS is not responsible for the cost of implementing changes due to the impact of the upgrade or modification.
27.21 AgentOS can at any time add, modify, limit and remove what data is available per API call group.
27.22 AgentOS cannot be held responsible for any losses due to bugs or errors in the API Service.
Credit Checking
28.1 “Client Customer” means your customer. For example an applicant, tenant, buyer, vendor, landlord, solicitor, estate agent, contractor or any customer to your business.
28.2 “Authorisation” means, as part of your credit checking process, You, not AgentOS, has permission to carry out a credit check on the Clients Customer.
28 3 “Applicable Regulations” means all and any statutory regulation relating to Client Customer and use of Credit Checking Data.
28.4 “Credit Checking Services” means access Credit Checking Data via third parties.
28.5 “Credit Checking Data” means the personal information provided by the Credit Checking Service within AgentOS on your Client Customer.
28.6 AgentOS grants to you a non-exclusive, non-assignable licence to use the Credit Checking Services in accordance with this terms and condition and the Applicable Regulations.
28.7 You may only use the Credit Checking Services for the following purposes, and must only use in strict compliance with Applicable Regulations;
28.7.1 the profiling of a client customers financial history.
28.7.2 legal or prospective legal proceedings.
28.8 You must keep any user identification confidential and secure. You are responsible for, not AgentOS and accept liability for, any use of the Credit Checking Services by anyone using your AgentOS login user identification or password.
28.9 AgentOS may from time to time, and on reasonable notice, upgrade or modify the Credit Checking Services.
28.10 Your Client Customer with have a note recorded on their record that a credit check carried out by Van Mildert using the Equifax database. AgentOS may provide and receive information about your use of the Credit Checking Services to and from the Client Customer.
28.11 You will ensure the information provided by you when you use the Credit Checking Services have Client Customer permission, is accurate, up to date, and only authorised employees, agents or customer clients will be permitted to access and use the Credit Checking Services.
28.12 AgentOS may suspend or terminate your use of the Credit Checking Services if your use of the Credit Checking Services is not compliant with all Applicable Regulations;
28.13 AgentOS gives no warranty that your use of the Credit Checking Services will be uninterrupted or error-free. In particular, because third parties provide most of the data AgentOS supplies as part of the Credit Checking Services, AgentOS will not be liable for any loss or damage arising from any inaccuracies, faults or omissions in or in the provision of the Credit Checking Services.
28.14 AgentOS will not be liable to you for any indirect or consequential loss or damage, or any loss of opportunity, business, profit, reputation or goodwill arising out of your use of the Credit Checking Services.
28.15 You will indemnify AgentOS against all costs (including legal costs), claims, damages, fines, demands and expenses arising directly or indirectly out of any claim by a third party which arises as a result of your use of the Credit Checking Services.
agentWatch Services
29.1 agentWatch is a per postcode district data supply service for marketing research, prospecting and monitoring of estate and letting agent competitors.
29.2 AgentOS Software: Is the CRM letting and estate agent software as a service provided by AgentOS.com
29.2 Property Data: Is the property address provided in agentWatch software as a service.
29.3 Quickpost/agentPost: is the automatic generation and sending of direct mail letters to potential owners of properties.
29.4 agentWatch is charged on a per post code area subscribed to at £40 per calendar month.
29.5 Payments will be taken with your current agentOS monthly subscriptions
29.6 Find the freehold owner function is charged at £3.50 per search.
29.7 Quickpost and agentPost letter send are charged by postage class with a minimum charge of £0.90 per letter
29.8 The initial contract is 3 months per subscribed postcode.
29.9 agentWatch provides property data on properties having been or currently are being advertised for sales and/or for rent. In addition to estate and letting agent information associated with the property data. Land, commercial and retirement properties are excluded from the service.
29.10 agentWatch cannot guarantee the accuracy of the property data or accept responsibility for any inconvenience, damages or embarrassment caused.
29.11 agentWatch provide a data service that use proprietary algorithms to processes multiple publicly available property related data sets and cross references those data sets to identify and validate the property address and ownerships.
29.12 You, not agentWatch, are responsible to ensure and check the homeowner and/or owner have registered to not receive direct mail or mail preference service.
29.13 You, not agentWatch, agentOS responsible for users subscribing to a postcode, use of find the freehold owner and use of quickpost/agentPost features and the charges.
29.14 Where property data addresses are validated by you, that data will be accessed by agentWatch proprietary algorithms to assess accuracy.
29.15 By subscribing to the agentWatch Service you confirm that you have registered with the ICO.
29.16 Estate and Letting Agent indicative turnover figures do not represent actual financial figures of a business, they are estimates based on property values, average fees and competition/let rates.
29.17 agentWatch reserve the right to termination the service without notice and with immediate effect if it is discovered you are reselling the data, giving access to a real estate CRM provider or competitor of agentWatch, or mis use.
29.18 agentWatch includes the use of various templated prospecting letters that are automatically sent out as properties, You, not agentWatch are responsible for the content of all prospecting letters.
29.19 You, not agentWatch, are responsible to ensure all and any marketing letters sent. You accept all pay as you go charges for automatically and manually sending direct mail letters and campaigns.
Payagent Payment App and requests for payment
30.1 AgentOS Payment App (payagent.app) provides a service that enables agents to request:
- Payments via the Payee's banking app, provided by Modulr open banking services
- The setup of a reoccurring weekly or monthly payment via the Payee's banking app and the setting up of a bank standing order provided by Modulr open banking services
- Debit card payment provided by Barclays ePDQ services
- Credit card payments provided by Barclays ePDQ services
30.2 The payment request can be sent via agentOS software and payagent.app URL SMS text message or email or over the internet.
30.3 You, not agentOS, are responsible for the accuracy and contact information of SMS and emails sent requesting payments.
30.4 AgentOS provides an SSL point of sale web page for taking payments for the agent's website.
30.5 The banks that currently support open banking payments include:
- AIB
- Bank of Ireland UK
- Bank of Scotland
- Barclays
- Danske Bank UK
- First Direct
- Halifax
- HSBC
- Lloyds Bank
- Monzo
- Nationwide
- Natwest
- Revolut
- Royal Bank of Scotland
- TSB
30.6 The card service providers currently supported by the payment app include:
- Visa debit and credit cards
- Mastercard debit and credit cards
- Maestro
30.7 Payments made via the Payee's banking app will usually clear and be paid into your designated Client Account on the same day.
30.8 Payments made using debit or credit cards and processed by Barclays ePDQ services can take between 2 and 3 working days to be paid into your designated Client Account.
30.9 No interest is earned by agentOS on card payments held and the agent acknowledges that it is not due any interest on funds.
30.10 AgentOS charges are a fixed charge (not a percentage of the transaction) on all open banking single payments and re-occurring payments.
30.11 Debit and Credit card payments using the payment app and processed by Barclays ePDQ services and subject to Barlcays epdq terms and conditions.
30.12 Fees for process payments from payagent app are detailed on agentOS Price List.
30.13 Payments using the payment app are paid in full to your designated Client Account and fees for processing the payment are charged on your agentOS invoice and collected by direct debit.
30.14 Card payment limits are defaulted to £3000 per transaction. If a higher limit is required, a request can be made to agentOS where a personal guarantee from a director or other principal of a business for claw back of card payments and all other funds owed under these terms and conditions will be required.
30.15 If for any reason the agent wishes to cancel a single or re-occurring payment, you, not agentOS, will be required to notify the Payee to instruct them to cancel the payment from their bank.
30.16 If for any reason the agent wishes to cancel a debit or credit card payment, they must notify agentOS on support@agentos.com. Subject to payment scheme timings of Barclay's ePDQ service, agentOS will process the refund ONLY to the original payment debit or credit card.
30.17 AgentOS will inform the agent as soon as reasonably practicable of any debit or credit payments cancelled by the Payee.
30.18 If a Payee cancels their payment, agentOS is under no obligation to pay the agent in respect of the cancelled payment and no liability to the agent in respect of the cancellation.
30.19 AgentOS is not responsible for any aspect of third party services, including security, availability, support or functionality. The agent and their Payees use such services at their own risk and are responsible for all payments initiated or otherwise affected by such third party services. The payment app displays payer (end user) terms confirming this term and condition.
30.20 AgentOS will not be required to provide the agent with specific detail regarding any failure to know-your-customer and anti money laundering requirements. AgentOS may choose to provide such detail, but will not do so where it would cause agentOS to be in breach of AML or CMP legislation.
30.21 AgentOS may apply additional checks with the payment app to reasonably determine if a payment is considered high risk. The agent agrees to respond promptly to any reasonable requests for information in order to facilitate agentOS Money Laundering Report Officer (MLRO) in conducting such checks and acknowledges that any delay in responding may result in suspension of payment by the Payment App.
30.22 You shall indemnify agentOS against any losses, costs, claims, damages, and expenses suffered or incurred by agentOS as a result of or in connection with any failure by the agent to obtain all consents and authorisations from Payees.
30.23 You must notify agentOS without delay (and in any event within 13 months of a processed payment) upon becoming aware of any Unauthorised Payment via online banking app or via debit or credit card by notifying agentOS by emailing support@agentos.com.
30.24 You will be liable to agentOS for any and all losses, costs, and expenses suffered or incurred by agentOS as a result of any Unauthorised Payments. AgentOS may suspend payments out, if in agentOS reasonable opinion, such suspension or amendment is required, for example, as a result of excessive or anticipated excessive payments, refunds, pending disputes, deterioration of the agent's financial situation or credit rating, other suspected fraudulent or otherwise suspicious activity related to the agents use of the Payment App. AgentOS will notify the agent of such suspension unless to do so would be unlawful.
Payment App Clawed Back Payments
31.1 To ensure you and agentOS Client Account meets client account requirements, you, not agentOS will be responsible for any payments made via the Payment App that are clawed back by the payee or their card payment issuer.
31.2 We will notify you immediately that funds have been clawed back and requesting you transfer the sum of the clawed back funds from your Client Account or trading account by 5pm of the business day agentOS notified you to ensure the client account reconciles.
31.2.1 Payments by open banking request are subject to Faster Payment APP (Authorisation Push Payment) Reimbursement Scheme (PSR) which relates to the prevention of fraud and compensation.
31.2.2 If agentOS receives a claim from a payment request you issued and is required to reimburse, Modulr has a £100 claims excess on the returned funds and a £35 Fraud Administration Free per claim, which agentOS will pass onto you.
31.2.3 AgentOS is required to maintain an APP Fraud Collateral Account with a minimum balance set by Modulr. Is you, not agentOS, receives a claim from a payment request you issued and is required to reimburse, you will be required to contribute to the APP fraud Collateral Account.
31.3 If the clawed back funds are not received into the agentOS Client Account by 5pm, we will suspend all payments by the Payment App and access to agentOS software. The suspension is to ensure the clawed back balance is paid and to confirm you and agentOS Client Account meets our CMP membership and insurance requirements.
AgentOS AI Emails
32.1 Responsibility for Reviewing Summaries: You, not agentOS, are responsible for reviewing and verifying the accuracy of summaries provided by the AI reading tool. While AI Emails strive for accuracy, you understand that AI-generated summaries may not capture all nuances of the source material contained in the emails and text messages.
32.2 Draft Reply Verification: Any replies drafted by AI Email are provided as suggestions. You are responsible for reviewing and ensuring the appropriateness and accuracy of these drafts before sending them.
32.3 Limitation of Liability: AgentOS is not liable for errors, omissions, or misinterpretations made by the AI in reading or drafting emails or text messages.
32.4 Compliance with Legal and Ethical Standards: You agree to use the AI tool in compliance with all applicable laws and ethical standards, particularly when using AI-drafted replies in sensitive or legal contexts.
32.5 Amendments and Final Approval: You are responsible for making any necessary amendments to the AI-generated drafts and must give final approval before any communication is sent or published.
32.6 Indemnification: You agree to indemnify agentOS against any claims, damages, or losses arising from the use of AI-generated summaries or drafts.
32.7 Intellectual Property Rights: You acknowledge that any AI-generated content may be subject to intellectual property rights and agree to respect these rights in your use of the material.
32.8 Changes to Terms and Conditions: These terms and conditions relating to the use of AI Email are subject to change. You agree to review and adhere to any updated terms as part of your continued use of the AI Email service.
Anti-Money Laundering (AML) Checks and Processes
33.1 By accessing and using the AML check functionality via AgentOS.com and/or its API connections, you agree to adhere to these standardised AML verification protocols without exception, as no bespoke verification processes are available.
33.2 All AML checks conducted through AgentOS adhere to current regulatory requirements and follow the established AgentOS AML Approval Process as defined below:
33.3 Identity Verification
33.3.1 You confirm that UK driving licenses, UK passports, and International passports are the only acceptable identity documents for verification.
33.3.2 You acknowledge that invalid, expired, or blurred identification documents will automatically result in rejection of the entire AML check without client consultation.
33.3.3 You agree that name corrections to match identification documents do not require client consultation.
33.4 Liveness Verification
33.4.1 You understand that verification photos must be clear and match the provided identification document.
33.4.2 You acknowledge that absent, blurred, or non-matching verification photos will automatically fail the entire AML check without client consultation.
33.5 International Sanctions and PEPs
33.5.1 You agree that sanctions close matches require client consultation before approval or rejection.
33.5.2 You confirm that sanctions loose matches may be marked as "pass" with appropriate notation.
33.5.3 You acknowledge that PEP matches may remain as "Caution" status and be approved without client consultation.
33.6 Standard Checks
33.6.1 You accept that electoral register absence will typically generate cautionary alerts that do not require client consultation.
33.7 Proof of Ownership
33.7.1 You understand that "No name match" or "out of hours" results will remain as "Caution" without requiring client consultation.
33.8 Credit Status
33.8.1 You acknowledge that CCJs or negative credit scores will automatically result in rejection of the entire AML check without client consultation.
33.9 Bank Account Checks
33.9.1 You confirm that partial matches or "no matches" for certain banks may remain as "Caution" without requiring client consultation.
33.10 Right to Rent Checks
33.10.1 You agree that checks will pass only when a Home Office report is available and matches the applicant's name.
33.10.2 You acknowledge that absence of a Home Office report will result in rejection of the entire AML check without client consultation.
33.11 UK Digital Identity Trust Framework
33.11.1 You understand this verification works only with UK passports and will remain in "Caution" status without requiring client consultation.
33.12 AML Check Escalation
33.12.1 You are required to refer any uncertain AML checks to your company's Money Laundering Reporting Officer (MLRO) for review.
33.12.2 You acknowledge that AgentOS cannot be liable for AML assessment decisions made by your company's MLRO.
33.13 AgentOS grants you a non-exclusive, non-transferable right to use the AML Check functionality solely for your own business purposes, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by AgentOS.
33.14 You confirm you are responsible for the accuracy of your data and have the necessary statutory data permissions (GDPR) for conducting AML checks.
agentOS AI Users Terms and Conditions
Additional Definitions
The following definitions shall be added to the existing Terms and Conditions:
"AI User" means an autonomous digital software service provided by agentOS that processes data, makes decisions, and completes tasks within the agentOS Software using artificial intelligence and large language models, operating similarly to how a human user would navigate and interact with the software.
"Baseline Prompt" means the proprietary artificial intelligence instructions, configurations, and intellectual property created and owned by agentOS that define how an AI User operates, which are not visible to or accessible by the Client and form part of agentOS's confidential trade secrets and intellectual property.
"Additional Instructions" means any supplementary prompts, configurations, or parameters added by the Client to customise an AI User's behaviour on top of the Baseline Prompt.
"AI User Job" means a pre-configured AI User available in the AI User Store designed to complete specific tasks or workflows within the property management business.
"AI User Store" means the repository of pre-built AI User Jobs made available by agentOS to Clients within the agentOS Software.
"Token Limit" means the daily computational capacity allocated to each AI User subscription, the specific limits of which are published on the agentOS website and may be adjusted by agentOS from time to time.
"LLM" or "Large Language Model" means the artificial intelligence model provided by third party providers including but not limited to Amazon Web Services and Anthropic that powers the AI User functionality.
"MCP Connection" or "Model Context Protocol Connection" means the application programming interface connection that allows AI Users to access and interact with agentOS data and functionality.
"Competitor" means any individual or organisation that agentOS, at its sole discretion, deems to be in competition with agentOS in the provision of property management software, customer relationship management systems, or related services to the estate and letting agency sector.
AI Users Service
34.1 Service Provision and Subscription
34.1.1 AgentOS grants you a non-exclusive, non-transferable, worldwide right to use AI Users as part of the agentOS Software service, solely for your own internal business purposes, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by agentOS.
34.1.2 AI User subscriptions are charged at the rates detailed on the agentOS pricing page as published on the agentOS website from time to time.
34.1.3 The minimum contract term for AI User subscriptions aligns with your existing agentOS Software subscription terms as set out in section 1 of this Agreement.
34.1.4 You may request to upgrade or downgrade the number of AI User subscriptions at any time by submitting a written request to the agentOS support team at support@agentos.com. Upgrades will take effect immediately upon confirmation with agentOS software. Downgrades will take effect from the start of the next billing period following confirmation.
34.1.5 You, not agentOS, are responsible for managing AI User subscriptions. AgentOS will not issue refunds for unused AI User subscriptions or for subscriptions added by your staff members without proper authorisation.
34.2 Token Limits and Service Capacity
34.2.1 Each AI User subscription is subject to a daily Token Limit as published on the agentOS Pricing Page or as notified to you by agentOS.
34.2.2 When an AI User reaches its daily Token Limit, the current task being processed will complete, after which the AI User will cease operations until the following day when the Token Limit resets, unless you choose to upgrade your AI User subscriptions to continue operations.
34.2.3 You will receive a warning notification when an AI User reaches its Token Limit, informing you of the limitation and providing the option to upgrade to additional AI User subscriptions to continue processing.
34.2.4 AgentOS reserves the right to modify Token Limits, increase or decrease, at any time, with changes taking effect from the date published on the agentOS Pricing Page.
34.3 Client Responsibilities and Verification
34.3.1 You, not agentOS, are responsible for verifying the accuracy and appropriateness of all outputs, decisions, and actions produced by AI Users before those outputs are actioned or relied upon.
34.3.2 You are required to monitor AI User activities on a regular basis to ensure they are operating as intended and producing appropriate results for your business operations.
34.3.3 For higher-risk activities including but not limited to financial decisions, compliance matters, legal documentation, tenant communications regarding arrears or eviction, and any activities that could have significant financial or legal consequences, you must conduct additional verification and approval processes before acting on AI User outputs.
34.3.4 You must test all AI Users thoroughly before deploying them in live production environments with your actual customers. AgentOS recommends that you add yourself or test entities as customers within your agentOS account to conduct testing in a safe environment.
34.3.5 You accept AI Users "as is" when you activate them from the AI User Store or deploy your own custom AI Users. However, this acceptance does not remove your obligation to conduct your own testing and verification of AI User functionality and outputs.
34.4 AI Users and External Systems
34.4.1 You are responsible for testing and verifying that AI User interactions with external systems, third party services, external MCP's and communication channels operate correctly and appropriately for your business requirements.
34.4.2 In the event of an error, inaccuracy, or inappropriate action by an AI User when interacting with external systems or parties, agentOS cannot be held responsible as agentOS did not initiate the AI User activity. The responsibility lies with the staff member who initiated the AI User, configured its settings, or established the automated schedule that triggered the AI User's actions.
34.4.3 You are solely responsible for all external communications sent by AI Users on your behalf, including but not limited to emails to tenants, landlords, contractors, buyers, vendors or other parties; text messages; property portal updates; and any other form of external communication or data transmission.
34.5 Financial Transactions and Payment Restrictions
34.5.1 AI Users are prohibited from initiating, authorising, or completing financial transactions including bank transfers, Direct Debit collections, card payments, or any other form of payment without explicit human authorisation.
34.5.2 AI Users will never facilitate two-factor authentication or multi-factor authentication processes. Such authentication must always be completed by a human user.
34.5.3 AI Users may recommend payments, flag payments for human attention, prepare payment information, or queue payments for approval, but the final authorisation and execution of any payment must be performed by a human user with appropriate authority.
34.6 Compliance and Regulatory Matters
34.6.1 You acknowledge that AI Users can process information and make recommendations regarding compliance and regulatory matters, but you remain ultimately and solely responsible for all compliance obligations under applicable laws and regulations.
34.6.2 Your compliance responsibilities include but are not limited to Anti-Money Laundering checks and verification processes, tenancy deposit scheme registrations and compliance, client account reconciliation and accuracy, rent arrears decisions and enforcement actions, tenancy agreement review and legal compliance, gas safety certificate processing and compliance monitoring, right to rent checks and immigration status verification, financial reporting and statutory obligations, data protection and GDPR compliance, HMRC checks and all other regulatory requirements applicable to property management businesses.
34.6.3 AI Users must not be relied upon as the sole means of meeting your regulatory and compliance obligations. You must implement appropriate human oversight, verification processes, and approval workflows for all compliance-critical activities.
34.7 Data Protection and Privacy
34.7.1 You acknowledge that AI Users will process, read, and analyse customer data, tenant information, landlord details, buyer details, vendor details, financial records, and other personal data held within your agentOS account in order to complete their designated tasks.
34.7.2 You are responsible for ensuring that your privacy policy published to your customers clearly states that artificial intelligence systems may process and analyse their personal data as part of your use of the agentOS Software and services.
34.7.3 You confirm that you have obtained all necessary consents, permissions, and lawful bases under the General Data Protection Regulation and other applicable data protection legislation to allow AI Users to process personal data on your behalf.
34.7.4 You remain the data controller for all personal data processed by AI Users, and agentOS acts as the data processor. You are responsible for ensuring that all data processing by AI Users complies with your obligations as data controller under applicable data protection legislation.
34.7.5 You must implement appropriate security measures and access controls to ensure that only authorised staff members can deploy, configure, or modify AI Users that process personal data or sensitive business information.
34.8 Intellectual Property and Baseline Prompts
34.8.1 All Baseline Prompts created by agentOS remain the exclusive intellectual property and confidential trade secrets of agentOS. You have no rights to access, view, copy, modify, reverse engineer, or extract Baseline Prompts under any circumstances.
34.8.2 You are strictly prohibited from attempting to reverse engineer, decompile, extract, or otherwise determine the contents or structure of Baseline Prompts through any means, including but not limited to systematic testing, prompt injection techniques, or analysis of AI User outputs.
34.8.3 You are prohibited from sharing, disclosing, or otherwise providing any information about Baseline Prompts, AI User capabilities, or agentOS intellectual property related to AI Users with any Competitor or any party who may use such information to compete with agentOS.
34.8.4 Any Additional Instructions that you create and add to AI Users may become shared intellectual property. By creating Additional Instructions, you grant agentOS a perpetual, worldwide, royalty-free licence to use, modify, and incorporate your Additional Instructions into agentOS products and services.
34.8.5 AgentOS reserves the right to use AI User configurations and prompts created by you to develop new Baseline Prompts for inclusion in the AI User Store. Before doing so, agentOS will remove all sensitive information, client-specific data, and confidential business information from your original prompts, retaining only the general structure and logic of the AI User configuration.
34.8.6 You acknowledge that agentOS may share AI User Jobs created by clients in the AI User Store after appropriate anonymisation and removal of sensitive data, and that such sharing does not entitle you to any compensation, commission or attribution.
34.9 AI User Store and Pre-Built AI User Jobs
34.9.1 AgentOS may provide access to the AI User Store containing pre-built AI User Jobs for common property management tasks and workflows.
34.9.2 AgentOS reserves the right to add, remove, modify, update, or discontinue any AI User Jobs in the AI User Store at any time without prior notice to you.
34.9.3 AgentOS provides no guarantee or warranty regarding the continued availability of any specific AI User Job in the AI User Store. If an AI User Job is removed from the store, any deployed instances of that AI User Job in your account may continue to function or may be deactivated at agentOS's discretion.
34.9.4 AI User Jobs are provided "as is" without any warranties regarding their accuracy, performance, suitability for your specific business requirements, or fitness for any particular purpose.
34.9.5 You acknowledge that the consistency, accuracy, and outputs of AI Users may vary each time they are executed, and that such variation is an inherent characteristic of artificial intelligence systems utilising Large Language Models.
34.10 Large Language Model Dependencies
34.10.1 AI Users are powered by Large Language Models provided by third party suppliers including Amazon Web Services and Anthropic. The performance, availability, and functionality of AI Users are dependent upon these third party LLM providers.
34.10.2 AgentOS is not responsible for changes to LLM performance, accuracy, capabilities, or availability that result from updates, modifications, or changes made by the LLM provider.
34.10.3 You acknowledge that LLM providers may upgrade, modify, or change their models at any time, which may affect the performance, outputs, or behaviour of AI Users. AgentOS has no control over such changes and is not liable for any resulting changes to AI User functionality.
34.10.4 You acknowledge that an LLM provider may retire, discontinue, or cease to provide access to a specific LLM version at any time. In such circumstances, agentOS will endeavour to migrate AI Users to an alternative LLM, but makes no guarantee that functionality, performance, or outputs will remain identical.
34.10.5 AgentOS is subject to the terms, conditions, and pricing of LLM providers including Amazon Web Services. AgentOS reserves the right to increase AI User subscription pricing at any time if costs are increased by LLM providers or other underlying service providers, with notice as specified in section 9.5 of this Agreement.
34.11 Service Availability and Performance
34.11.1 AgentOS will use reasonable endeavours to provide AI Users as an available service, but provides no guarantee or warranty regarding uptime, response times, processing speed, or continuous availability.
34.11.2 AgentOS reserves the right to suspend, throttle, limit, or terminate AI User services with or without notice if AI Users are causing system performance issues, excessive resource consumption, or negatively impacting service availability for other customers.
34.11.3 If you create or configure an AI User that consumes excessive Token Limits, system resources, or processing capacity, you are solely responsible for the consequences including early exhaustion of Token Limits and any resulting limitations on AI User functionality.
34.11.4 AgentOS reserves the right to suspend or pause AI User services immediately if guardrail violations are detected, data breach risks are identified, prompt injection attacks are suspected, or any security concerns arise that may affect the safety, security, or compliance of the agentOS platform or customer data.
34.11.5 AgentOS reserves the right to suspend AI User services immediately if required due to changes in terms, availability, or pricing from LLM providers or other underlying service providers that make continued provision of AI Users commercially unviable or technically impossible.
34.12 Fair Use and Prohibited Activities
34.12.1 You agree to use AI Users in accordance with fair use principles and solely for legitimate property management business purposes related to your estate and letting agency operations.
34.12.2 You are prohibited from using AI Users to reverse engineer Baseline Prompts or agentOS intellectual property through systematic testing, prompt injection, or any other means.
34.12.3 You are prohibited from using AI Users for purposes unrelated to your property management business, including but not limited to reselling AI User services to third parties, providing AI User access to competitors, or using AI Users to compete with agentOS.
34.12.4 You are prohibited from attempting to circumvent Token Limits, security controls, usage restrictions, or any other limitations implemented by agentOS through technical means or by exploiting system vulnerabilities.
34.12.5 You are prohibited from using AI Users to process or generate content that is illegal, defamatory, harassing, discriminatory, or otherwise inappropriate or harmful.
34.13 Prompt Injection and Security
34.13.1 You acknowledge that AI Users may be vulnerable to prompt injection attacks where malicious instructions embedded in external data sources, websites, or documents could attempt to manipulate AI User behaviour.
34.13.2 You are responsible for verifying the legitimacy, safety, and appropriateness of any external URLs, websites, documents, or data sources that AI Users are instructed to access or process.
34.13.3 AgentOS recommends that you implement verification processes before allowing AI Users to access external content, including but not limited to checking the reputation of domains, scanning URLs through security services, verifying that external sources are legitimate and expected, and implementing approval workflows for AI Users accessing new or unfamiliar external sources.
34.13.4 You acknowledge that agentOS cannot prevent or detect all prompt injection attacks, and you accept responsibility for implementing appropriate safeguards and verification processes to protect against such attacks.
34.14 Guardrails and Service Modifications
34.14.1 AgentOS may publish, maintain, and update guardrails governing AI User behaviour. Such guardrails may be published separately as an AI User Guardrails Policy or similar document available on the agentOS website or within the agentOS Software.
34.14.2 AgentOS reserves the right to introduce, modify, or remove guardrails at any time without prior notice to you.
34.14.3 You acknowledge that the introduction or modification of guardrails may cause existing AI Users to stop working, function differently, or require reconfiguration. AgentOS is not liable for any disruption, loss, or inconvenience caused by guardrail changes.
34.14.4 AgentOS will from time to time upgrade, modify, limit, and suspend AI User capabilities and functionality. As a user of AI Users, you must accept such upgrades or modifications. You are responsible for monitoring release notes, technical specifications, and service updates to assess the impact of changes on your business operations.
34.14.5 AgentOS is not responsible for the cost of implementing changes, reconfiguring AI Users, or adapting your business processes due to upgrades, modifications, or guardrail changes.
34.15 Support and Professional Services
34.15.1 Support for AI Users is provided during the same hours as agentOS Software support as specified in section 4.1 of this Agreement, being Monday to Friday 9:00am to 5:00pm excluding bank holidays and planned closures.
34.15.2 Support for AI Users is provided on a best efforts basis. AgentOS does not guarantee specific response times or service level agreements for AI User technical issues.
34.15.3 You may report bugs, issues, or suggestions regarding AI User performance by using the thumbs up or thumbs down feedback icons within the agentOS Software.
34.15.4 If an AI User completely fails to function or experiences a critical failure, you must report the issue immediately to support@agentos.com with details of the AI User configuration, the task being attempted, and the nature of the failure.
34.15.5 AgentOS may offer custom AI User development and configuration as a paid professional service. Such professional services will be subject to separate agreements, the issuing of a statement of works and pricing as agreed between you and agentOS.
34.16 Data Retention and Activity Logs
34.16.1 AgentOS logs all AI User activity, configurations, inputs, outputs, and decisions for a period of seven years for audit, debugging, compliance, and service improvement purposes.
34.16.2 You may request copies of your Additional Instructions and AI User outputs by submitting a written request to support@agentos.com. AgentOS will provide such information within a reasonable timeframe, subject to appropriate verification of your identity and authorisation.
34.16.3 Copies of AI User activity provided to you will exclude Baseline Prompts, agentOS proprietary intellectual property, and any confidential technical information that forms part of agentOS's trade secrets.
34.16.4 If you cancel your AI User subscriptions or terminate your agentOS contract, your custom AI User configurations, Additional Instructions, and AI User activity logs will be retained by agentOS for seven years in accordance with data retention obligations, after which they will be deleted in accordance with agentOS's data retention policies.
34.17 Service Discontinuation
34.17.1 AgentOS reserves the right to discontinue, suspend, or terminate the AI Users service entirely or any specific AI User capabilities at any time with or without notice.
34.17.2 AgentOS will use reasonable endeavours to provide advance notice of planned service discontinuation where commercially and operationally feasible, but provides no guarantee of advance notice periods.
34.17.3 AgentOS reserves the right to discontinue AI User services immediately without notice if required due to changes in LLM provider terms, pricing, or availability that make continued provision of the service commercially unviable or technically impossible.
34.17.4 No refunds will be provided for prepaid AI User subscriptions in the event of service discontinuation, except where required by applicable law.
34.18 Limitation of Liability
34.18.1 AgentOS provides AI Users "as is" and makes no warranties, representations, or guarantees regarding the accuracy, reliability, completeness, suitability, or fitness for purpose of AI User outputs, decisions, or actions.
34.18.2 AI Users are powered by third party Large Language Models provided by suppliers including Amazon Web Services and Anthropic. AgentOS gives no warranty that AI Users will operate without errors, interruptions, bugs, or inaccuracies. In particular, because third parties provide the underlying LLM technology, agentOS will not be liable for any loss or damage arising from inaccuracies, faults, omissions, or failures in the provision of AI User services.
34.18.3 To the fullest extent permitted by law, agentOS excludes all liability for any loss, damage, costs, claims, or expenses arising from or in connection with your use of AI Users, including but not limited to losses arising from AI User errors, misinterpretations, incorrect decisions, inappropriate actions, or failures to perform tasks correctly.
34.18.4 AgentOS will not be liable to you for any indirect or consequential loss or damage, or any loss of opportunity, business, profit, revenue, reputation, or goodwill arising out of your use of AI Users or any actions taken based on AI User outputs.
34.18.5 AgentOS will not be liable for any losses arising from decisions made by you based on AI User recommendations, outputs, or actions, or from your failure to verify, check, or validate AI User outputs before acting upon them.
34.18.6 AgentOS cannot be held responsible for any losses, damages, regulatory fines, or legal consequences arising from AI User errors, including but not limited to incorrect rent chasing, improper tenant communications, inaccurate compliance decisions, failed regulatory obligations, or erroneous financial transactions.
34.18.7 The limitations and exclusions of liability in this section 34.18 apply except where such exclusion or limitation is prohibited by applicable law.
34.19 Indemnification
34.19.1 You shall indemnify and keep indemnified agentOS, Amazon Web Services, Anthropic, and any other third party LLM or AI service providers from and against any and all losses, liabilities, costs including legal costs and VAT, charges, expenses, actions, procedures, claims, demands, and damages including the amount of damages awarded by a court of competent jurisdiction suffered or incurred by agentOS or such third parties arising from or in connection with your use of AI Users.
34.19.2 You shall indemnify agentOS against any losses, costs, claims, damages, and expenses suffered or incurred by agentOS as a result of or in connection with any actions taken by AI Users on your behalf, any external communications sent by AI Users, any decisions or recommendations made by AI Users that you choose to action, or any failure by you to properly verify, validate, or supervise AI User activities.
34.19.3 You shall indemnify agentOS against any claims, demands, or legal actions brought by your customers, tenants, landlords, contractors, or any third parties arising from AI User actions, outputs, errors, or decisions made in the course of processing their information or interacting with them on your behalf.
34.19.4 You shall indemnify agentOS against any regulatory fines, penalties, or enforcement actions arising from your use of AI Users in a manner that fails to comply with applicable laws, regulations, or your own compliance obligations, including but not limited to data protection violations, financial services compliance failures, or property management regulatory breaches.
MCP Connection and API Service for AI Users
35.1 MCP Connection Service Provision
35.1.1 AgentOS may provide access to a Model Context Protocol Connection that allows AI Users and third party artificial intelligence systems to access and interact with your data held within the agentOS Software via an application programming interface.
35.1.2 These terms and conditions in section 35 govern your use of the MCP Connection in addition to the general terms set out elsewhere in this Agreement. Where there is any conflict between section 35 and other sections of this Agreement regarding MCP Connection usage, the terms in section 35 shall prevail.
35.1.3 AgentOS grants you a non-exclusive, non-transferable, worldwide right to use the MCP Connection solely for your own internal business purposes, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by agentOS.
35.2 Prohibited Use and Data Migration Restrictions
35.2.1 You are strictly prohibited from using the MCP Connection to migrate, export, transfer, or otherwise provide access to your data for the purpose of moving your data to any Competitor's software, system, or service.
35.2.2 You are strictly prohibited from using the MCP Connection to expose, reveal, share, or otherwise provide access to agentOS intellectual property, including but not limited to Baseline Prompts, system architecture, data structures, API specifications, or any other proprietary information to any Competitor.
35.2.3 You are prohibited from using third party MCP connection services, tools, or platforms including but not limited to N8N, Zapier, Make, or similar integration platforms to export data or agentOS intellectual property to any Competitor.
35.2.4 For the purposes of this section, a "Competitor" means any individual or organisation that agentOS, at its sole and absolute discretion, deems to be in competition with agentOS. AgentOS's determination of who constitutes a Competitor is final and not subject to challenge or dispute.
35.2.5 You acknowledge that agentOS provides data export functionality through CSV file exports available within the agentOS Software. You must use these CSV export functions rather than the MCP Connection for any data migration or export purposes.
35.3 Permission and Approval Requirements
35.3.1 Before using the MCP Connection to provide any access to your agentOS data or systems to any third party, you must submit a written request to the Group CEO of agentOS Proptech Group Ltd seeking permission and clearly stating the intended business purpose of the MCP Connection usage.
35.3.2 AgentOS may grant or refuse permission for MCP Connection usage at its sole and absolute discretion, and is not required to provide reasons for any refusal.
35.3.3 Even where permission has been granted for a specific purpose, you remain bound by all restrictions and prohibitions set out in this section 35, including the absolute prohibition on data migration to Competitors.
35.3.4 Permission granted for one specific purpose or use case does not constitute general permission to use the MCP Connection for other purposes. Each distinct use case or third party integration requires separate approval.
35.4 Intellectual Property Protection and Unlimited Liability
35.4.1 You acknowledge that the MCP Connection provides access to agentOS intellectual property including but not limited to Baseline Prompts, system architecture, data structures, API specifications, software logic, and proprietary algorithms.
35.4.2 You acknowledge that any use of the MCP Connection that exposes agentOS intellectual property to a Competitor causes irreparable harm to agentOS and provides the Competitor with valuable competitive intelligence and proprietary information that agentOS has invested significant resources to develop.
35.4.3 If you use the MCP Connection to expose, provide access to, or otherwise share agentOS intellectual property with any Competitor, whether intentionally or through negligence, you accept unlimited liability for all damages, losses, costs, and expenses suffered by agentOS as a result.
35.4.4 The unlimited liability accepted in section 35.4.3 is in addition to and separate from any other liabilities or obligations you may have under this Agreement, and is not subject to any limitation or cap on liability that may apply to other aspects of the Agreement.
35.4.5 Damages for which you accept unlimited liability include but are not limited to loss of competitive advantage, loss of intellectual property value, loss of future revenue and business opportunities, loss of market share, costs of developing alternative or replacement intellectual property, legal costs associated with protecting agentOS's intellectual property rights, and any other consequential or indirect losses however caused.
35.4.6 You acknowledge that the unlimited liability provision in this section 35.4 is reasonable and proportionate given the significant harm that would be caused to agentOS by exposure of its intellectual property to Competitors, and that you have been given full and fair opportunity to understand and consider this provision before accepting these terms.
35.5 Monitoring and Audit Rights
35.5.1 AgentOS reserves the right to monitor, log, and audit all usage of the MCP Connection to ensure compliance with these terms and conditions.
35.5.2 AgentOS reserves the right to request information from you at any time regarding your use of the MCP Connection, including details of any third party systems, services, or AI platforms that are accessing your data via the MCP Connection.
35.5.3 You must respond promptly and completely to any requests for information regarding MCP Connection usage, providing full disclosure of all connections, integrations, and third party access.
35.5.4 Failure to respond to information requests, provision of incomplete or inaccurate information, or discovery of unauthorised or prohibited MCP Connection usage will result in immediate suspension of MCP Connection access and may result in termination of your entire agentOS service agreement.
35.6 Security and Access Control
35.6.1 You are responsible for maintaining the security and confidentiality of all MCP Connection credentials, API keys, access tokens, and authentication mechanisms provided by agentOS.
35.6.2 You must implement appropriate security measures to prevent unauthorised access to the MCP Connection, including but not limited to secure storage of credentials, implementation of access controls, monitoring of connection usage, and regular review of connected systems and services.
35.6.3 You must notify agentOS immediately upon becoming aware of any unauthorised access to the MCP Connection, any security breach involving MCP Connection credentials, or any suspected misuse of the MCP Connection.
35.6.4 AgentOS reserves the right to revoke, suspend, or regenerate MCP Connection credentials at any time if security concerns are identified or if unauthorised or prohibited usage is suspected.
35.7 Pricing and Fair Use
35.7.1 MCP Connection usage may be subject to per-call pricing charges as published on the agentOS website or as notified to you by agentOS.
35.7.2 You acknowledge that inefficient or excessive use of the MCP Connection may result in higher costs than using AI Users with standard subscription pricing, and that you are responsible for optimising your usage to manage costs appropriately.
35.7.3 AgentOS reserves the right to implement fair use policies, rate limits, or usage restrictions on the MCP Connection to prevent excessive resource consumption or abuse of the service.
35.7.4 AgentOS reserves the right to suspend or throttle MCP Connection access if usage patterns indicate abuse, excessive resource consumption, or patterns consistent with unauthorised data migration activities.
35.8 Service Availability and Modifications
35.8.1 AgentOS reserves the right to modify, upgrade, limit, suspend, or discontinue the MCP Connection service at any time with or without notice.
35.8.2 AgentOS reserves the right to modify API specifications, data structures, authentication mechanisms, or any other technical aspects of the MCP Connection at any time. You are responsible for monitoring technical documentation and adapting your integrations accordingly.
35.8.3 AgentOS is not responsible for costs incurred by you in implementing changes required due to MCP Connection modifications or upgrades.
35.8.4 AgentOS reserves the right to terminate the MCP Connection service immediately if prohibited usage is detected, security concerns arise, or if required to protect agentOS intellectual property from exposure to Competitors.
35.9 Limitation of Liability
35.9.1 Except as specifically provided in section 35.4 regarding unlimited liability for exposure of agentOS intellectual property to Competitors, agentOS provides the MCP Connection "as is" without warranties of any kind.
35.9.2 AgentOS is not liable for any losses, damages, or costs arising from your use of the MCP Connection, including but not limited to losses arising from service interruptions, API changes, connection failures, or data access issues.
35.9.3 AgentOS is not liable for any consequences arising from actions taken by third party AI systems, services, or platforms that access your data via the MCP Connection.
35.10 Termination and Consequences
35.10.1 AgentOS may immediately terminate your access to the MCP Connection without notice if you breach any provision of this section 35, if unauthorised or prohibited usage is detected, or if agentOS determines in its sole discretion that continued provision of MCP Connection access poses a risk to agentOS intellectual property or competitive position.
35.10.2 Termination of MCP Connection access does not affect your ongoing obligations under this section 35, including the unlimited liability provisions in section 35.4, which survive termination indefinitely.
35.10.3 Upon termination of MCP Connection access, you must immediately cease all use of the MCP Connection, delete or destroy all API credentials and access tokens, and disconnect any third party systems or services that were accessing agentOS data via the MCP Connection.
Version History
Version 12.0 - 27.12.2025. Added sections 34 and 35 covering AI Users service and MCP Connection usage, including comprehensive terms regarding AI User functionality, responsibilities, limitations, intellectual property protection, data protection, compliance requirements, and MCP Connection restrictions with unlimited liability provisions for intellectual property exposure to competitors.
Version 11.3 - 21.05.2025 Included updates on the approval process for the built in checks.
Version 11.2: Included 31.2.1 Payments by open banking request are subject to Faster Payment APP (Authorisation Push Payment) Reimbursement Scheme (PSR).
Version 11.1: Included additional terms 32.1 to 32.8 regarding use of AI Emails.