Terms and Conditions

Last updated: May 18, 2026. Terms version: 2026-05-18.

These Terms and Conditions ("Terms") govern access to and use of Spinrun (the "Service"), operated by Next Generative Tech SRL ("we", "us", or "our"). By creating an account, accessing the Service, clicking through an order flow, or otherwise indicating acceptance, you agree to be bound by these Terms and our Privacy Policy.

1. Introduction & Acceptance

These Terms form a legally binding agreement between Next Generative Tech SRL and the organization or professional person on whose behalf the Service is used ("Customer", "you", or "your"). The Service is provided under the legal identity below:

• Legal name: Next Generative Tech SRL
• CUI: 49776714
• Trade registry number: J3/670/15.03.2024
• Registered office: Bucuresti, Strada Parcului 20
• Legal contact: legal@spinrun.ro

2. Business-Only Use

The Service is offered only for business, trade, craft, or professional use. It is not offered to consumers acting outside a business or professional activity. By registering, purchasing, or using the Service, you confirm:

• I am using/purchasing Spinrun on behalf of a business or professional activity and have authority to bind that organization.
• You are at least 18 years old and have full legal capacity.
• You will provide accurate organization, billing, and tax information and keep it current.

If you do not meet these requirements, you must not create an account or use the Service.

3. Description of the Service

Spinrun is an AI-assisted productivity platform that lets business users create and operate autonomous agents, define and run workflows, schedule recurring tasks, generate outputs, and connect third-party tools such as calendars, email, messaging, storage, payments, databases, and other business applications.

The Service relies on automation infrastructure, large language models, third-party APIs, connected accounts, and customer instructions. Some features may be in beta, subject to limits, or available only on paid plans.

4. Accounts & Security

You are responsible for safeguarding credentials, connected accounts, provider keys, workflows, agents, API keys, and all activity under your account or organization. You must promptly notify us at legal@spinrun.ro if you suspect unauthorized access.

You are responsible for configuring organization roles, access controls, approvals, connected applications, and offboarding. We are not liable for losses caused by your failure to secure or administer your account, connected tools, or internal users.

5. Communications

We may send transactional and service-related communications, including security notices, billing receipts, product updates, usage notices, and support responses. Optional marketing communications may be declined through unsubscribe instructions or by contacting us.

6. Subscriptions, Credits & Overages

Paid features may require subscriptions, credits, overage settings, or custom enterprise order forms. Plans, billing cycles, included credits, credit reset rules, overage prices, and usage rates are shown at the point of purchase or in the relevant order form.

Subscriptions renew automatically unless cancelled before renewal through the billing portal or another method we make available. Credits are a metering unit for Service usage, are not money or stored value, are not redeemable for cash, and may expire or reset according to the applicable plan. You are responsible for all fees generated by agents, workflows, connected tools, model calls, paid APIs, media generation, overages, and other usage under your organization.

We may change prices, plans, usage rates, and credit structures. For active paid subscriptions, material changes apply no earlier than the next renewal period after reasonable notice, unless required sooner by law or an underlying provider change.

7. Fees, Taxes & Refunds

Fees are exclusive of taxes unless stated otherwise. You are responsible for VAT, withholding, bank charges, and other applicable taxes or duties. Because the Service is provided for B2B/professional use, paid fees, credits, and overages are non-refundable except where mandatory law or a signed order form requires otherwise.

8. Customer Content

You retain ownership of prompts, files, instructions, connected-app data, workflow definitions, task inputs, task outputs, and other materials you submit to or generate through the Service ("Customer Content"). You grant us a worldwide, non-exclusive, royalty-free license to host, store, transmit, process, display, and otherwise use Customer Content only as needed to provide, secure, support, troubleshoot, and improve the Service for you.

You represent that you have all rights and lawful bases needed to submit Customer Content and to instruct us and third-party integrations to process it. You are responsible for Customer Content and for decisions made using it.

9. AI Outputs & AI Act Transparency

The Service includes AI systems. Users may interact with AI-generated responses, recommendations, drafts, code, summaries, plans, media, and automated actions ("AI Outputs"). AI Outputs may be inaccurate, incomplete, biased, non-unique, or unsuitable. They are not legal, financial, medical, tax, security, or other professional advice.

You are responsible for reviewing AI Outputs and approving agent or workflow actions before relying on them or using them externally. Where you publish, distribute, or otherwise expose AI-generated or AI-manipulated content, you are responsible for complying with applicable transparency, labelling, copyright, professional, and sector-specific obligations, including EU AI Act requirements that may apply to deepfakes or public interest content.

Subject to applicable law and underlying provider terms, you may use AI Outputs for your business purposes. We do not claim ownership of AI Outputs except as needed to operate the Service.

10. Acceptable Use

You must use the Service in compliance with these Terms, applicable law, documentation, provider terms, and third-party platform rules. You must not, and must not permit agents, workflows, users, or connected accounts to:

• Use the Service for unlawful, fraudulent, deceptive, or harmful purposes.
• Generate, distribute, or facilitate illegal content, child exploitation, harassment, threats, defamation, or intellectual-property infringement.
• Develop or distribute malware, ransomware, spyware, or malicious code.
• Send unsolicited bulk communications, run phishing campaigns, or impersonate others.
• Attempt unauthorized access, credential stuffing, security testing without authorization, or infrastructure disruption.
• Reverse engineer, scrape, mirror, extract, or attempt to derive source code, models, prompts, weights, or training data except where law permits.
• Use the Service to train foundation models or develop a competing product without our prior written consent.
• Submit personal data, confidential data, regulated data, or third-party data without authorization and a lawful basis.
• Circumvent usage limits, access controls, billing, or security mechanisms.

We may investigate suspected violations and suspend, limit, or terminate access where necessary to protect the Service, users, third parties, or our legal obligations.

11. Third-Party Integrations

The Service can connect to third-party products and services, including AI model providers, OAuth providers, messaging tools, calendars, email, storage, payment systems, customer systems, databases, and APIs ("Third-Party Services"). Your use of Third-Party Services is governed by their own terms, privacy policies, API limits, and security practices.

By authorizing a connection or using an integration, you direct us to exchange data with that Third-Party Service on your behalf. We are not responsible for the availability, accuracy, security, legality, costs, or content of Third-Party Services.

12. Intellectual Property

The Service, including software, designs, text, graphics, logos, workflows, templates, documentation, and the "Spinrun" name and marks, is owned by Next Generative Tech SRL or its licensors. No rights are granted except the limited right to use the Service under these Terms.

13. Feedback

If you provide suggestions, ideas, or improvements, you grant us a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable license to use them without restriction or compensation, to the extent permitted by law.

14. Copyright Notices

If you believe content available through the Service infringes intellectual property rights, send a notice to legal@spinrun.ro with the work claimed to be infringed, the location of the material, your contact information, a good-faith statement, an accuracy/authority statement, and your physical or electronic signature.

15. Availability & Changes

We aim to keep the Service available, but do not guarantee uninterrupted, error-free, secure, or permanent operation. Features may be modified, suspended, rate-limited, or discontinued. Where a change materially reduces core paid functionality, we will use reasonable efforts to provide notice.

16. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE, AI OUTPUTS, AND THIRD-PARTY SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, NON-INFRINGEMENT, QUIET ENJOYMENT, SECURITY, OR UNINTERRUPTED OPERATION.

17. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Next Generative Tech SRL AND ITS AFFILIATES, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS OPPORTUNITIES, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) FEES YOU PAID US FOR THE SERVICE IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED EUROS (€100).

Nothing in these Terms excludes or limits liability for fraud, wilful misconduct, death or personal injury caused by negligence, or any other liability that cannot be excluded or limited under Romanian law.

18. Indemnification

You agree to defend, indemnify, and hold harmless Next Generative Tech SRL and its affiliates from claims, liabilities, damages, losses, and expenses arising out of Customer Content, your use of the Service, connected accounts, agent/workflow actions, your breach of these Terms, or your infringement of third-party rights.

19. Termination

You may stop using the Service and close your account at any time. We may suspend or terminate access if we believe you violated these Terms, your use creates legal/security/operational risk, payment is overdue, required by law, or continued provision becomes commercially impracticable.

Sections that by nature should survive termination survive, including payment obligations, Customer Content licenses already granted, intellectual property, disclaimers, liability limits, indemnification, governing law, and miscellaneous provisions.

20. Governing Law & Jurisdiction

These Terms are governed by Romanian law, excluding conflict-of-law rules. The competent Romanian courts have exclusive jurisdiction over disputes arising out of or relating to these Terms or the Service. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

21. Changes to These Terms

We may update these Terms to reflect changes to the Service, business, providers, or law. Material changes will be notified through the Service or by email before they take effect where reasonably practicable. Continued use after the effective date constitutes acceptance of the revised Terms.

22. Miscellaneous

These Terms, the Privacy Policy version 2026-05-18, and any applicable order form constitute the entire agreement for the Service. If a provision is unenforceable, it will be modified only to the extent needed to make it enforceable, and the rest remains in force. Failure to enforce a provision is not a waiver. You may not assign these Terms without our prior written consent; we may assign them in connection with a merger, reorganization, or asset transfer.

23. Contact

Questions about these Terms should be sent to legal@spinrun.ro.