Terms of Service

The agreement

These Terms of Service (“Terms”) are a binding agreement between Desert Desk LLC, a Delaware limited liability company doing business as “Desert Desk” (“we”, “us”, “our”), and the entity or person that creates an account (“you”, “Customer”).

By creating an account, embedding our widget, or otherwise using the service, you accept these Terms. If you are accepting on behalf of a company, you represent that you have authority to bind it.

The following documents form part of these Terms and are incorporated by reference:

• the Acceptable Use Policy;
• the Privacy Policy; and
• the Data Processing Addendum, which applies automatically wherever your use of the service involves personal data.

If there is a conflict, the Data Processing Addendum controls on matters of personal data, and these Terms control on everything else.

What the service is

Desert Desk is a hosted customer-support platform. It provides an embeddable chat widget, an AI agent that answers from a knowledge base you supply, an administrative portal, an optional built-in live-agent helpdesk, and optional integrations with third-party systems.

We may add, change, or remove features. If we remove or materially degrade a feature you actively rely on, we will give you reasonable notice where we practically can.

Available features depend on the plan assigned to your account. Some capabilities described in our documentation are not enabled on every plan.

Accounts and access

You are responsible for the accuracy of your account information, for the security of your credentials, and for everything done under your account. We strongly recommend enabling multi-factor authentication, which the portal supports for every role.

You may create accounts for members of your team and assign them roles. You remain responsible for their use of the service, including their access to conversation content and any personal data within it.

You must promptly notify us at security@desertdesk.app if you become aware of any unauthorised access to your account.

Your obligations

You agree to:

• comply with the Acceptable Use Policy and with all laws applicable to your use of the service;
• hold all rights necessary to the content you upload, including knowledge base documents, branding assets, and configured text;
• provide accurate billing information and keep it current;
• not resell, sublicense, or provide the service to third parties as a service of your own without our written agreement;
• not attempt to reverse-engineer, decompile, or circumvent technical restrictions in the service, or use it to build a competing product;
• not probe, scan, or test the security of the service other than in accordance with the reporting process on our Trust Center; and
• not use the service in a manner that impairs it for other customers.

Your end users

When you embed the widget, the people who use it are your end users, not ours. You are the controller of their personal data and we are your processor. That has practical consequences you should plan for:

• Notice is your responsibility. Your own privacy notice must cover the fact that you operate a chat widget, that conversations are processed by an AI service, and how long you retain them.
• You choose what to collect. If you enable the pre-chat contact form, you decide which fields to request. You must not configure the widget to solicit payment card numbers, government identifiers, health information, or other sensitive categories.
• You set retention. The default is 90 days, configurable between 30 and 180. Choosing a longer window is your decision and your compliance risk.
• You handle their requests. Where an end user exercises a data right through you, we provide the tooling — search, single-conversation export, and deletion — and we will support you, but the obligation is yours.

Billing and payment

Prepaid balance

The service is billed from a prepaid wallet. You add funds; conversations are debited against that balance as they occur. There is no invoice in arrears and no automatic charge you have not configured.

What counts as a billable conversation

A conversation is a billing unit. It opens on the first exchange and closes when it ends or after a period of inactivity defined by your plan, after which subsequent activity starts a new billable conversation. The charge applies once per conversation regardless of how many messages it contains.

Certain activity is deliberately never billed: conversations queued to a human agent that no agent accepts, internal coaching sessions used to train your own agent, and AI responses invoked by your staff inside an existing conversation.

Rates

Your per-conversation rate is set by your plan and shown in the admin portal. We may agree a different rate with you in writing, which then takes precedence. We may change published plan rates on 30 days' notice; changes do not apply to funds already in your balance.

Top-ups and auto-recharge

You may add funds manually at any time. If you enable auto-recharge, you authorise us to charge your saved payment method for a fixed amount whenever your balance falls below a threshold you choose. You can disable it at any time. Payments are processed by Stripe; we do not store card numbers.

Trial credit

New accounts receive a promotional starting balance. It has no cash value, is not refundable or transferable, and may be withdrawn if the account is used in breach of these Terms.

Refunds and taxes

Wallet balances are non-refundable except where required by law or where we terminate your account without cause under section 18. Amounts are exclusive of taxes, and you are responsible for any that apply to your purchase.

Membership subscriptions

Where offered on your plan, you may subscribe to a monthly membership that reduces your per-conversation rate for as long as it is active. The membership fee is a recurring charge, billed separately from your wallet and processed by Stripe.

• The membership fee does not add funds to your wallet. It buys a discounted rate, nothing more.
• You may cancel at any time. Cancellation takes effect at the end of the current billing period, and your discount continues until then.
• If a membership payment fails, the discount is suspended and your rate reverts to the undiscounted plan rate until payment succeeds. Your account is not otherwise affected.
• If we change membership pricing or terms, existing subscribers keep their current terms until they cancel or choose to move.

Suspension

Zero balance. If your wallet balance reaches zero, the widget stops accepting new conversations and displays a message you can configure. Your data is untouched, your account remains accessible, and service resumes the moment you add funds. This is a designed state, not a penalty.

For cause. We may suspend access where we reasonably believe you are in material breach of these Terms or the Acceptable Use Policy, where your use poses a security or legal risk, or where we are legally required to. We will tell you why unless prohibited from doing so, and we will restore access once the cause is resolved.

We aim to give notice before suspending for cause, but may act first where the risk is immediate.

AI output

The service generates responses using large language models. You acknowledge that:

• output is generated text and may be inaccurate, incomplete, or misleading, even where the underlying knowledge base is correct;
• output is not professional advice of any kind, and must not be presented to your end users as verified fact without your own review;
• you are responsible for the instructions and knowledge base you configure, and for the responses that result;
• identical inputs may produce different outputs; and
• you should not deploy the service for use cases where an incorrect automated answer could cause serious harm — including medical, legal, financial, or safety-critical advice — without meaningful human review.

Our AI & Bot Disclosures page describes these limitations in more detail. You are responsible for disclosing to your end users that they are interacting with an automated system where the law requires it.

Third-party integrations

The service can connect to systems you control or subscribe to separately. When you configure an integration, you are instructing us to send data to that destination, and you are responsible for ensuring you have the right to do so.

Third-party services are governed by their own terms, and we are not responsible for their availability, security, or handling of data once it has been delivered. If a third party changes or withdraws its interface, the integration may stop working.

Intellectual property

We own the service, including all software, designs, and documentation, together with all improvements to it. These Terms grant you a limited, non-exclusive, non-transferable right to use the service during your subscription — not ownership of anything.

You own your content: your knowledge base, branding, configuration, and conversation data. You grant us a licence to host, process, transmit, and display it solely to provide the service to you and as required by law.

If you give us feedback or suggestions, we may use them without obligation or compensation.

Where your plan requires it, the service displays a small “Powered by Desert Desk” attribution in the widget. You may not remove or obscure it on plans where it applies.

Your data

You can export your conversation data from the admin portal at any time, in bulk or for a single conversation, for as long as your account is active.

On termination we retain your data for a grace period so you can export it or reactivate, then permanently purge it. Purging is irreversible and cascades across every record associated with your account. Backups held by our hosting provider age out on their own cycle.

Data that has passed your configured retention window is anonymised automatically and cannot be recovered, including by us.

Confidentiality

Each party may receive information the other treats as confidential. Each agrees to protect the other's confidential information with at least reasonable care, to use it only to perform under these Terms, and not to disclose it except to personnel and advisers bound by comparable obligations, or where legally compelled.

This does not apply to information that is public through no fault of the receiving party, was already known to it, or is independently developed without reference to the disclosing party's information.

Availability and support

We aim to keep the service available and to respond promptly when you need help, but we do not offer a contractual uptime commitment or a guaranteed response time. Our Support page sets out our current response targets, which are goals rather than guarantees.

We may perform maintenance that briefly interrupts the service, and will try to schedule it to minimise disruption.

Warranties and disclaimers

Each party warrants that it has the authority to enter into these Terms.

Except as expressly stated, the service is provided “as is” and “as available”. We disclaim all other warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

We do not warrant that the service will be uninterrupted, error-free, or secure against every threat, that defects will be corrected, or that AI-generated output will be accurate or suitable for any purpose.

Limitation of liability

Neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, goodwill, or data, however caused and regardless of the theory of liability, even if advised of the possibility.

Each party's total aggregate liability arising out of or relating to these Terms is limited to the greater of (a) the total amounts you paid us in the twelve months immediately before the event giving rise to the claim, or (b) one hundred United States dollars (US$100).

These limits do not apply to your payment obligations, to either party's indemnification obligations, or to liability that cannot be limited under applicable law.

Some jurisdictions do not allow certain exclusions, so parts of this section may not apply to you.

Indemnification

You will defend and indemnify us against third-party claims arising from your content, your configuration of the service, your use of it in breach of these Terms or the Acceptable Use Policy, or your relationship with your end users — including claims that your knowledge base or branding infringes someone's rights.

We will defend and indemnify you against third-party claims that the service, used as permitted, infringes a United States patent, copyright, or trademark. This does not apply where the claim arises from your content, your modifications, or your combination of the service with something else.

The party seeking indemnification must promptly notify the other, allow it to control the defence, and cooperate reasonably.

Term and termination

These Terms begin when you create an account and continue until terminated.

You may terminate at any time by closing your account in the admin portal or by contacting us. Unused wallet balance is not refunded except as described in section 6.

We may terminate for material breach that you fail to cure within 30 days of notice, immediately for a breach of the Acceptable Use Policy that we judge serious, or on 30 days' notice for convenience. If we terminate for convenience, we will refund any unused wallet balance.

Sections 11, 12, 13, 15, 16, 17, and 20 survive termination.

Changes to these terms

We may update these Terms. The “Last updated” date at the top reflects the current version. For material changes we will give at least 30 days' notice by email or through the admin portal before they take effect. Continuing to use the service after that means you accept the change; if you don't, you may terminate and receive a refund of any unused balance.

General

Governing law. These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws rules.

Venue. The state and federal courts located in [COUNTY] County, Delaware have exclusive jurisdiction, and each party consents to that venue.

Entire agreement. These Terms, together with the documents incorporated in section 1, are the entire agreement between us and supersede any prior discussions.

Severability. If a provision is unenforceable, it is modified to the minimum extent necessary and the rest remains in force.

No waiver. Failing to enforce a provision is not a waiver of it.

Assignment. Neither party may assign these Terms without the other's consent, except to a successor in a merger or sale of substantially all assets.

Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.

Independent contractors. Nothing here creates a partnership, agency, or employment relationship.

Notices. We may notify you by email or through the admin portal. You must notify us in writing at the address in section 21.

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